


Remnants

by SightKeeper (GarrulousGibberish)



Category: Don't Starve (Video Game)
Genre: Angst, Enemies to Friends to Lovers, Getting to Know Each Other, Implied/Referenced Character Death, Implied/Referenced Drug Use, M/M, Misunderstandings, Mutual Pining, Post Adventure Mode, Slow Burn
Language: English
Status: In-Progress
Published: 2019-01-29
Updated: 2019-06-03
Packaged: 2019-10-16 10:00:49
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence
Chapters: 9
Words: 37,423
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17547554
Author URL: https://archiveofourown.org/users/GarrulousGibberish/pseuds/SightKeeper
Summary: What they have is a mutual understanding, but to call ittrustwould be a stretch.Or: Maxwell and Wilson learn why messing with nightmare fuel is a very, very bad idea.





	1. Chapter 1

**Notes for the Chapter:**

> Not necessary, but the beginning chapters of this fic will make more sense if you have read [Klei's Cyclum comic](https://dontstarve.fandom.com/wiki/Cyclum_Puzzles) beforehand!

The very first thing Wilson did upon seeing Maxwell was try to strangle him. Which was reasonable, if still very uncouth. The uncharacteristic bloodlust in which Wilson attacked had taken him off guard, but, like the campfire light, that rage was quickly snuffed out by the dark. Charlie always did have impeccable timing.  
  
By the time Wilson frantically brought the fire back to life, his desire to end Maxwell’s had already passed. Maxwell stayed, and Wilson said nothing—just plopped back down in the damp grass and glowered at the fire. Not knowing what else to do in that moment, Maxwell did the same. Daylight came and went, not once, but several times. Wilson continued to not speak to him, and Maxwell continued to not leave. Each night, when darkness fell, they wordlessly returned to the fire to wait in antagonistic silence; or, so Maxwell thought. He was rather taken aback when the gruff little man abruptly held out to him charred meat on a twig.  
  
“You should be dead,” Wilson said as Maxwell tentatively took the skewered offering. “I watched you wither to dust. So why are you here in my camp?”  
  
“Your guess is as good as mine, pal,” Maxwell returned with a shrug. He sniffed the meat, and the pang in his stomach loudly assured him that any food was good food. He barely even tasted it, which might have been a blessing, but still left him remorseful when it was gone. “And what about you?” Maxwell asked pointedly, gesturing with the barren stick. “You should be bound to the Throne, shouldn’t you?”  
  
Wilson’s expression was flat, but the dark circles under his eyes and the droop of his mouth made him look profoundly weary. “I was.” Wilson rubbed at his eyes. “I was, until someone else came.”  
  
Maxwell scowled. “Someone else? Another one of your little playmates managed to make it through the door?” Just exactly how long had he been gone from the world, if there was enough time for such a thing to happen? The amount of time it took to make it through all five worlds... that was a very long time to simply not exist.  
  
“It was a woman,” Wilson continued, not mentioning the fact that, until this point, he shouldn’t have known about the others here. But perhaps he did, for however long he sat on the throne. He might have learned a great many things about this world. “She seemed pleasant, when she first approached. She freed me like it was nothing. I thought I was being saved.”  
  
“Is this the point where she attempted to set you on fire?”  
  
“It wasn’t Willow,” Wilson grumbled. Ah, so he did know of the others—by name even. Interesting. “And she didn’t try to set me on fire. Might as well have, though. The shadows hurt just as badly as a flame.”  
  
That brought Maxwell up short. “What do you mean by that?”  
  
“I mean she manipulated the shadows—like you did. Sort of.”  
  
“Before she sat on the throne?”  
  
Wilson nodded. “I think she killed me,” he said, blandly. Maxwell said nothing; and, to fill the silence, Wilson hummed to himself and again rubbed at his bloodshot eyes. Maxwell poked him with the stick.  
  
“Say,” he began, ignoring Wilson’s affronted squawk and letting him snatch the twig from his hand, “you look like you could use some sleep.”  
  
Wilson scoffed. “Right, and just let you have free run of the place? I don't think so.”  
  
“Oh please, like you have anything here worth taking.” Maxwell gestured grandly to the sum total of Wilson’s camp, which consisted of his science machine, a pot, a single chest, and the pit that was wedged between them. So, in other words, not much.  
  
“There's enough that you keep sticking around, isn't there?” Wilson crossed his arms.  
  
“Don’t flatter yourself, this is only temporary. I wouldn’t stay in your hovel if there were other options.”  
  
“You could always, I don’t know, build your own camp. Far far away.”  
  
“Why waste the resources? If you’re amenable, I believe we can come to an acceptable arrangement.”  
  
“I am not. Amenable, that is.”  
  
Maxwell paused, waiting for Wilson to do anything other than put up a fuss. When it seemed that was the extent of his objection, Maxwell continued, “As I was saying. I am sure we can find a way to make this predicament agreeable for the both of us; however, you would be far more reasonable provided you were adequately rested.”  
  
“I’m sure me being dead would be most agreeable to you,” Wilson mocked.  
  
Maxwell rolled his eyes. “As satisfying as that would be, and has been, it wouldn’t do me much good, at present.”  
  
“Yeah, you’re really not helping your case, here,” Wilson said. He stood up to fetch another log to throw into the pit alongside the stick from dinner, and sat back down, huddled broodingly and protectively in on himself.  
  
Sensing that it would, perhaps, be best not to push him further, Maxwell shrugged and sat back. If Wilson wanted to act like an imbecile, far be it from Maxwell to stop him. He’d either come around or die, one way or another. And in the meantime, he had his own matters to attend to.  
  
Maxwell pulled out his Codex Umbra and began to reacquaint himself.

* * *

Wilson had been territorially remaining near his camp since Maxwell arrived—never going far enough that he couldn’t see exactly what the demon was up to at every moment. He’d seen Maxwell do little else other than steal Wilson's food and read his book, so Wilson knew, without a shadow of a doubt, that Maxwell had not slept once in the entire time since he’d intruded. Wilson hadn’t either, for that very reason. Why wouldn’t he just _leave?_  
  
Maxwell was faring remarkably better, to put it mildly.  
  
While Wilson’s hands slowed and his precision dulled, Maxwell remained as exact as he began. It must have been, goodness, at least five days now since they’d slept, if Wilson had to guess. The dark shapes that danced in the corners of his eyes were growing denser and more and more unignorable. He wouldn’t be able to keep this up forever, he knew. It was only a matter of time before his trembling hands wouldn’t be able to even hold a spear, let alone fend off any attacks. He could hardly even finish his sewing without the stitches blurring.  
  
It might already be too late. The menacing shadows wavered in and out of focus, and no matter how much Wilson blinked and shook his head, they just kept reforming. Where had the sun gone? Wilson squinted. The forest looked gray and leached of color. Fading; dimming. His head throbbed. He started hyperventilating. Were the shadows getting closer?  
  
He must have blacked out, because the next thing he knew, a bed roll was unceremoniously lobbed at his head, and he didn’t have the wits about him to do much more than fumble with the silk he’d been mangling, then stare up at Maxwell’s scowl.  
  
“Go to sleep, Higgsbury. I won’t tell you again.”  
  
Wilson meekly clutched at the straw roll. He really didn’t have any choice here. It was either sleep, or go insane. And if Maxwell killed him in his sleep, well, he could at least hope it’d be more dignified than being ravaged by unseen hands and teeth.  
  
“Don’t try anything,” he warned. “I’ll be sleeping with the axe.”  
  
“You can barely lift your own head, let alone your arm. Is that supposed to intimidate me?” Wilson groaned and pushed the straw roll away, which seemed to push Maxwell’s exasperation to its limit. “Fine! I don’t care if you do or not, but this has gone on long enough.”  
  
He stalked off, leaving Wilson to unfurl the roll next to the fire pit. It wasn’t yet dark, but it would be upon them soon enough. Even just the prospect of being able to sleep had him gratefully collapsing on the prickly straw. Maxwell took his customary place on the other side of the pit, sharp nose buried in his black tome. Wilson drew the axe up to his chest.  
  
“So what’s with the book?”  
  
“It’s none of your concern. Now, quiet; sleeping men shouldn’t be talking. And I need to concentrate.”  
  
“On your murder plot?”  
  
“Ask me again and I’ll consider it,” Maxwell snipped, not even bothering to look up. Wilson huffed, but closed his eyes.  
  
For ages after, his mind continued to tick and whir, jolting back to wakefulness at every noise: Maxwell starting the fire, logs crackling and shifting, even the rustle of pages being turned. But finally, with the firelight’s protective glow suffusing him and axe at hand, he succumbed.

* * *

Maxwell did not, in fact, murder him in his sleep.  
  
Wilson had been awake for a while, but did not move. He laid silently, watching, and tried his damndest to keep still. Maxwell hadn’t yet noticed; instead, he seemed entirely preoccupied with his precious book.  
  
_Snap!_ cracked Maxwell’s hand. He waited, expectant, staring at his open palm. Wilson looked on with a mix of eager apprehension and dread.  
  
Nothing.  
  
Poring once more over the open book in his lap, Maxwell brought his fingers together with flourish.  
  
_Snap! Snap! Snap!_  
  
Again, there was nothing.  
  
Or... almost? If Wilson focused very carefully, there seemed to be some sort of black cloud emanating there, darker than Maxwell’s glove. The firelight licked all trace of it away.  
  
Unsatisfied, Maxwell removed his fine gloves to reveal boney, pale fingers. He attempted several more times to snap his fingers, but, to his growing frustration, producing the same lack of results. Palms outstretched and skyward, Maxwell muttered hushed, harsh words Wilson could only just hear, let alone make out. Maxwell’s finger tips curled inward like dying spiders’ legs, and slowly, faintly, his papery skin bled black like spilled ink.  
  
That, too, simply seeped away.  
  
Maxwell snarled and pounded the tome shut, startling Wilson into jumping. Their eyes met over the forked tongues of flame, and held. Maxwell’s eyes exuded his boiling frustration before he resolutely, ashamedly, looked away. Wilson courteously turned onto his back to allow him some modicum of privacy. And staring up into the starless sky, Wilson was faced with a sudden realization.  
  
Maxwell didn’t have his powers.

**Notes for the Chapter:**

> For the record, before I even started writing this first chapter, I had the entire fic planned out beginning to end. I also rely a lot on the game mechanics, especially for Maxwell, for reasons certain things happen in this fic. So, that being said, whatever Klei's new character updates entail, including all new mechanics that might debunk what I have happen—they are going to be completely disregarded. Unless they somehow still support the fic. In which case, splendid! :D
> 
> [Drew a thing for this chapter, too.](http://sightkeeper.tumblr.com/post/183132829669/trying-to-outlast-a-demon-who-doesnt-need-sleep)
> 
> Thank you so much for reading! I hope you enjoyed, and will continue to enjoy!


	2. Chapter 2

**Notes for the Chapter:**

> Quickly, a huge shoutout to my lovely friends whose advice and cheerleading keeps me going strong. And additional thanks to my buddy and beta prumneos whose editing has been immeasurably helpful! You guys are the best! <3

“Do you just not sleep, then?”  
  
“Shouldn’t you be too busy to be pestering me?” Maxwell asked.  
  
“I can chop trees and ask questions at the same time,” Wilson replied. To prove his point, he gave the tree he was working on a few hearty whacks. “So how does that work? Do you still need to rest at all?”  
  
The sun was bright in the sky overhead, and while the approaching winter had started to cool the air, it wasn’t enough to keep the sweat from beading up on Wilson’s brow. He paused in his task in order to wipe it away and to get back his breath, for all that he was wasting it. Maxwell leaned against the trunk of a large pine some feet away—just watching from the cool shade while Wilson toiled. With a sour face, Wilson picked the axe back up to continue.  
  
“Actually, this makes sense. You would actually have to expend energy in order to need rest.”  
  
“It takes more energy to resist shutting you up myself than I can express. You can’t imagine the toll.”  
  
_Whack!_ “I’d sure like to see you try,” Wilson muttered under his breath.  
  
“What was that?”  
  
_Whack!_ The axe bit cruelly into the meat of the tree. “I said, I’d like to see you try. Just what exactly can you do, Maxwell? Because from what I saw— “  
  
Maxwell’s eyes turned steely. “Choose your next words wisely, Higgsbury.”  
  
“From what I saw,” Wilson continued, “you can’t do much at all, can you?” _Whack!_ “In fact, the way I see it, you’re completely—” _Whack!_ “—useless!”  
  
_Whack!  
  
_The axe slipped out of Wilson’s hands and thudded to the ground. He tentatively touched his fingers to his cheek.  
  
“Did you just,” he started, mouth open in disbelief. He looked dumbfoundedly up at Maxwell who was breathing hard in his fury, hand still raised. “Did you just _slap me?”  
  
_For a moment, Maxwell looked as stunned as Wilson felt, but then he righted himself, head held high. “To knock some sense back into you! How _dare_ you speak to me in such a manner! I used to rule this land, and you will show me some respe—”  
  
Wilson delighted in slapping the word right out of his arrogant mouth. He had the good grace to withhold his glee for all of the time it took Maxwell to reel back, but there was little he could do to control the laughter that welled up in him from seeing the former king’s affronted face. Things devolved from there.  
  
Maxwell came at him, and his superior height and long arms gave him a distinct advantage from Wilson’s retaliation, but his strikes were weak and easily deflected. And while it was gratifying to get a few licks in, Wilson’s enjoyment was overshadowed by quickly mounting rage. One more swat to the face was all it took for him to reach his limit and barrel forward, bringing them both tumbling to the dirt.  
  
“How’s _this_ , O King? You’re just as powerless as the rest of us!” Wilson shouted into Maxwell’s face. “Which means if you continue to do nothing, you will die, just like us.” He fisted his hands into the tailored fabric of Maxwell’s coat. “I should just let you. It would be a relief.”  
  
He let go of Maxwell’s lapels and stood, walking over to pick up the axe he had dropped. Maxwell sat up, and Wilson could see the concern in his eyes as Wilson drew nearer with the tool at hand. Tempting.  
  
“You wouldn’t,” Maxwell spat, but his relief when Wilson walked past him betrayed his bravado.  
  
“I’m thinking about it,” Wilson corrected. “I’m thinking about how much you’ve ruined for me. And how much charity can endure before it turns into stupidity.” He took a breath. “I’m going to survive. Figure out for yourself if you plan on doing the same.”  
  
Not looking back, he walked off towards the forest. Whether Maxwell was still there when he returned was a problem he’d just have to deal with then.

* * *

Smoke could be seen past the tops of the trees at dusk, so Wilson knew long before he set foot in camp that he could expect to see his unwanted company. He debated the merits of just setting up someplace else for the night, but stubbornly decided he would not be forced to avoid his own camp. If only because he couldn’t stand the idea of giving Maxwell the satisfaction.  
  
He broke the treeline with night nipping at his heels. At first, he didn’t see anyone, but he didn’t even have the time to wonder about it for more than seconds before he noticed a shape moving behind the crock pot, which the glowing charcoal below had begun to heat. Maxwell stood up and blew out the stick he’d been burning to light it. He didn’t look at Wilson.  
  
Wilson waited, but Maxwell said nothing. No apologies or excuses—not that Wilson would dare expect that much. Hoped for, maybe. Foolish. He turned away from Maxwell and towards his lone chest.  
  
“You didn’t take anything,” Wilson noted. Actually, upon closer inspection, he saw that it was fuller than he’d left it. But most importantly, he could see that the roll of paper in the corner was undisturbed.  
  
“I took your carrots.”  
  
“And gave me back flint? And I see you finished cutting up the tree I started on.” He looked over at the stack of logs—well, pile of logs—by his science machine with interest. “Why?”  
  
“We needed it,” Maxwell said, as if it were obvious and not at all like a chastised child. Wilson smiled. “Oh, don’t act smug. You’re insufferable enough already.”  
  
“Thank you,” Wilson said, not rising to the bait.  
  
Maxwell scoffed. “Burying the hatchet so soon? And here I thought you’d actually grown a spine. My mistake.”  
  
“You’re physically incapable of saying anything pleasant, aren’t you? You were tolerable for all of five minutes and then you had to go and ruin it.”  
  
“Add it to your list, then,” Maxwell sneered. He turned away to check on the pot, and Wilson’s ears warmed uncomfortably. He’d really let his temper get away with him when he’d said those things to Maxwell. He was well within his rights to be angry—for an eternity, even. Maxwell wasn’t owed forgiveness. Still, it left him with a pit of guilt in his stomach.  
  
Wilson silently emptied his own collected resources into the chest, closed it, and walked over to sit before the fire. Feeling badly or not, he wasn’t going to take back his words. At least not yet. Eventually, Maxwell came up next him to place a slab of steamed vegetables and berries at his side, before taking a seat a few paces away with his own. Wilson gratefully took the warm meal.  
  
“Me dying wouldn’t rid you of your problem,” Maxwell told him, quietly.  
  
Wilson paused with a carrot halfway to his mouth. “What do you mean by that?” The cooked vegetable burned his fingertips; he hissed and dropped it back to the slab.  
  
Maxwell’s frown deepened. “I’m sure you’ve realized by now, if not before the throne, then certainly after. But dying does not result in a permanent death. If you’re either very lucky or very unlucky, you might remember enough about each one to keep you alive another day, the next time. But nothing _useful_ like how to build a trap or a coat. Just enough to remember how painful your previous failures had been.”  
  
“Is that what happened to you?”  
  
“I remember bits and pieces. But not enough.”  
  
Wilson thought on that. “So even if you died, you’d just end up wandering into my camp again.”  
  
“If They willed it. They could bring me back wherever they chose, empty-brained and bumbling through the woods. It could be someplace on the Constant that you could never hope to reach, but I wouldn’t be surprised if they brought me right back here. Just to allow me the displeasure by being killed by my own pawn one more time.”  
  
“So what you’re saying is I _do_ actually have a chance of getting rid of my problem. Several, even.” Maxwell gave him a withered look. Wilson merely shrugged. “Just clarifying.”  
  
They lapsed into silence while they ate—Maxwell, quite quickly, Wilson noticed. He might not need to sleep, but he definitely still felt hunger. At least he wasn’t above all mortal limitations.  
  
And Wilson wasn’t above any, so after the food was gone, the lethargy set in. He stayed awake long past when his eyes first began to droop, just watching the fire. The cool afternoon air had turned bitter and sharp. He brought his legs to his chest and folded his arms atop them. Then rested his chin there.  
  
He fell asleep like that.

* * *

One moment there was nothing, the next Wilson was awake with his heart pounding in his chest, and having no idea why. His body was stiff and sore from falling asleep and now drawn tight with panic. What happened? It wasn’t a nightmare, not that he could recall. Mind swimming in confusion, he tried to figure out what had scared him. He couldn’t hear anything aside from the crackling fire and the blood pumping in his ears; nothing alarming he could smell aside from the fire’s smoke; everything else he could see was—  
  
Shadow.  
  
He blinked hard, repeatedly. And the shadow, a person’s silhouette, it moved. Calmly, it walked away. Wilson clumsily fumbled backwards to avoid its face, praying it hadn’t yet seen him. Was this some new sort of creature sent by Them? Where was the axe? He needed to kill it. Or to be able to kill it when it turned aggressive. Where—there. The axe was over by the chest where he’d left it when he’d returned. He could reach it if he just moved a little bit closer. The shadow stopped, and Wilson’s breath caught in his throat, until it turned to look inside the crock pot instead. Wilson didn’t hesitate this time; he scrambled backwards and plucked up the axe, ready when he turned around to strike—  
  
Maxwell was looking at him from his spot by the fire, book open in his lap. There was no one else in the camp. “Couldn’t sleep without your pacifier?” he intoned, nodding towards the axe. Wilson slowly lowered the weapon.  
  
“Didn’t you see it?”  
  
“Oh, not this nonsense again. Didn’t you learn your lesson last time? It’s not my fault you choose to sleep like a goblin instead of getting proper rest on your mat, yet because of your poor choices I keep getting inflicted with your mad ramblings.”  
  
“It wasn’t one of those!” Wilson’s face colored. “It was something _else_.”  
  
Maxwell, distinctly unimpressed, took a gracious and appraising glance around the camp, like he was humoring Wilson. Putting on a show for his sake.  
  
Something clicked in Wilson’s head.  
  
“Well, there’s nothing here now,” Maxwell said coolly. Wilson took a steadying breath, and laughed.  
  
“Right, there’s nothing here now,” he agreed. Maxwell didn’t comment, but gave him a firm nod. He watched Wilson as he retrieved his straw roll without protest, just as Maxwell suggested, and laid down upon it. Wilson held the axe protectively against his chest, and chuckled. “I’m just jumping at shadows.”  
  
“Hm. Just keep your outbursts to yourself.”  
  
They went quiet, and Wilson let his eyes droop. But while he appeared restful, his mind was abuzz with anxious anticipation. There was no way to be certain yet, but he had a theory. Something was off about this whole situation. And he was hoping that given long enough, and with his stillness giving Maxwell a false sense of security, he could prove it. After a time, he opened his eyes, saw Maxwell was completely engrossed in his reading, and watched intently without fear of being caught.  
  
It happened slowly. Darkness wafted off Maxwell’s outline like smoke. Wilson’s eyes went wide, but Maxwell’s demeanor was entirely lax and his eyes stared blankly at his book. Absently, even. The smoke rose and solidified, until there was no mistaking it for what it was: Maxwell’s shadow—an ethereal copy of himself.  
  
Wilson watched it with rapt attention. It paid him no mind, instead going over to the pile of wood and retrieving a log, then returning to feed it to the flames. Even when he sat up, and Wilson’s breath caught as it moved in his direction, it did nothing to him. It actually walked past as if it hadn’t even noticed him, and... began properly stacking the wood.  
  
Why that sneaky son of a—  
  
Wilson stood up and hoisted the axe over his shoulder.

* * *

“You dirty snake!” was the accusation that startled him enough to drop his log. Log? What— “You go to such an effort to fool me into believing you’re incompetent, when in actuality you’re either just supremely lazy, or biding your time until you can stab me in the back! Probably both!”  
  
Wilson stood in front of him, axe swung over his shoulder and ready to cleave. Maxwell was still trying to understand—why was he sitting? Wasn’t he just stacking wood?  
  
“What on earth are you going on about, Higgsbury?” Wilson’s eyes narrowed. The axe’s blade shined menacingly in the fire’s light. “For heaven’s sake, put that thing away!”  
  
“You! You put on your whole act of not being able to use your powers last night, and I almost believed it! But how _convenient_ that would be, hm? Because if you’re not a threat, then I might just let you stick around!”  
  
“I already told you, killing you wouldn’t do me any good!” He almost reminded Wilson that killing him wouldn’t do him any favors, either. But best not to even entertain the thought lest he give any ideas.  
  
“Sure, for now! Until the time that it does, and the next thing I know, I’ve got your shadow’s hands around my throat!”  
  
“What. Are you. Talking about?!” Maxwell bit out.  
  
Instead of answering, Wilson stepped aside. And behind him, standing stock still, was a shadow. How could that be possible? This wasn’t one of his crawling horrors. Additionally, it looked... well, it looked like him. The spiked shoulders were a dead giveaway. Even more unsettling, at its feet was the log Maxwell had dropped. Or thought he had dropped.  
  
“Well?” Wilson demanded.  
  
“I didn’t make that,” Maxwell insisted. Whatever it was—some cruel trick or display of power by their new monarch—he hadn’t done it. He couldn’t. He’d _tried_.  
  
“You can’t just lie to my face. I watched it come out of you. Try again.”  
  
Maxwell placed his hand over the Codex Umbra’s cover, pinning it shut. He grit his teeth and fought against the fine tremor he could feel shaking his frame. Wilson finally lowered his axe.  
  
Wilson looked to the shadow with an inscrutable expression, then to Maxwell. “Make it do something.”  
  
“What makes you think I can?”  
  
“It’s obviously yours, isn’t it?”  
  
“Just because it looks vaguely in my shape—” Wilson waved off his protest.  
  
“That book you’re always reading. It’s got something to do with this.” Said book was being crushed tightly in Maxwell’s punishing grip. As if, were it not secured, it might open of its own volition. Again.  
  
“I don’t…” Maxwell hesitated. “This book. I haven’t. I haven’t needed to read it in a very long time.”  
  
“While you were on the throne.” His statement was curiously flat. The abrupt lack of anger left Maxwell off-balance.  
  
“Yes.”  
  
“Because on the throne, you didn’t have to learn how to use Their magic. Just will it, and it was done,” Wilson said thoughtfully, more to himself than to Maxwell. Like he’d made some ingenious connection.  
  
“Because I already _knew_ how. There was nothing more to learn. Just... the practical application.”  
  
The enlightenment on Wilson’s face was revolting. “You’ve forgotten how to use it. So this,” he gestured to Maxwell’s shadow, growing increasingly animated, “was just a fluke. You have absolutely no idea what you’re doing.” The gall!  
  
“Listen here, you insect—!”  
  
“This brings up so many questions!” Wilson exalted. “What caused it? Why couldn’t you do it before when you were trying? Why is it just standing here now like a puppet with its strings cut? There’s so much to figure out!”  
  
Maxwell didn’t have answers to any of those questions. But he would like to. “And just how do you propose to do that?”  
  
The grin that Wilson broke into was very near manic.

“We test my theories."

**Notes for the Chapter:**

> Working chapter title: The one in which Wilson doesn't let Maxwell finish any of his sentences. Also Wilson has an axe and he _will_ use it.
> 
> Linking [this](https://dontstarve.fandom.com/wiki/File:Slap_Fight.gif) here for obvious reasons (it leads to the DS wiki).
> 
> I also drew [this thing.](https://www.deviantart.com/garrulousgibberish/art/You-Wouldn-t-784098919)
> 
> Thank you very much for reading! I hope you enjoyed, and would love to hear your thoughts!


	3. Chapter 3

**Notes for the Chapter:**

> Thank you again to my wonderful friends for their cheerleading and help. And thank you so much to prumneos for being a friggin' fantastic beta!

Maxwell looked into his own eyes. The pupiless black gaze bore into him. It was...disconcerting. To say the least.  
  
“So how did you get it to move before?” Wilson asked, looking between the real Maxwell splayed on the ground and the shadow version standing by the wood.  
  
“I told you that I didn’t,” Maxwell reminded him. He stumbled to a more dignified position on his feet and dusted himself off.  
  
“I know you don’t _think_ you did, but you must have.” Wilson placed his hand on the shadow’s back as if to nudge it, but his hand sunk into the shadow’s flesh like breaking the surface of water. He made a face at the texture and wiped his hand, wet and dark with the shadow’s essence, off on his slacks. Repulsive. “Let’s retrace your steps. What were you doing before it happened?”  
  
“I have been sitting here reading since you fell asleep. When the fire was getting low, I went to fetch a log to throw into it, then—”  
  
“No, see, you didn’t. Your _shadow_ did. I watched it throw the log into the fire while you were reading.” He looked at the Codex curiously. When he took a step closer, Maxwell took one back. “What page were you on?”  
  
“It doesn’t matter, it wasn’t…” Maxwell paused, and thought. “I don’t know. I don’t recall.”  
  
“You don’t recall?” Wilson asked. “As in, you blacked out? Or you just don’t want to tell me?”  
  
“As in, I wasn’t paying exact attention to the page,” he snapped.  
  
“I see…” Wilson hummed to himself, hand on his hip, and rocked back on his heels while he thought. The axe swung at his side like a pendulum; the motion kept his clockwork brain ticking. He stopped. “Close your eyes,” he said.  
  
“No, I don’t think I will.”  
  
“Oh, stop being contrary,” he groused. “I have an idea.”  
  
“Dangerous words, from your mouth,” Maxwell said, remembering Wilson’s last great idea before this whole mess began. “Almost as bad as: ‘Now, throw the switch.’”  
  
That surprised a laugh out of Wilson, to Maxwell’s confusion. _“Do it!”_ Wilson bleated, deepening his voice to mimic Maxwell’s in that same conversation.  
  
Despite himself, Maxwell chuckled. “Ditch the axe and we’ll talk.”  
  
Wilson let the tool fall to the grass, even kicked it away, and waited expectantly. With no small degree of hesitance, Maxwell closed his eyes.  
  
“Great, now, run me through what you were doing. Step by step.”  
  
“There were only the few steps.”  
  
“I am begging you to play along, here. Be a good sport for once in your life.”  
  
Maxwell sighed. “I was reading. The fire got low, so I went to go get a log. I got the log, and threw it in the fire. I started to stack wood. That was it.”  
  
“But somehow the shadow was doing this while you thought you were. So… No, no, keep your eyes closed,” Wilson insisted when Maxwell went to open them. “How about this: try to stack the wood. Go through the motions.”  
  
“I am not a puppet for your amusement,” Maxwell growled.  
  
“You’re not the puppet, but it is,” Wilson said, and Maxwell could hear the mounting excitement in his voice. Obligingly, and feeling ridiculous all the while, he mimed picking up the log. Maxwell frowned disdainfully at the thought. He _hated_ mimes. He’d find a way to make Wilson pay for this later.  
  
What was the point of this exercise, at any rate? To make a fool of himself while Wilson tutted and judged him like a schoolteacher? This whole thing was ridiculous, and Maxwell had half a mind to tell him as much. So caught up was he in his internal tirade, he didn’t hear the scientist’s footsteps approach from behind.  
  
He nearly jumped out of his skin when he felt Wilson pin his wrists to his side. An indignant snarl built in his chest.  
  
_“Eyes closed,”_ Wilson repeated before Maxwell could even open his mouth. “Now again, think about picking up the log.”  
  
For a moment, Maxwell did nothing but internally screech and curse. He shook with the force of his rage, but Wilson just gripped his wrists tighter—not painfully, however. Not at all like the throne. Warm. He could break away if he wanted, he was sure. He stayed still.  
  
Begrudgingly, he kept his eyes closed and did as instructed. He thought about the log as if it lay at his feet. In his mind’s eye, he reached out, lifting it from the grass, and held it in his arms. _“Yes_ ,” Wilson said, happily. “That’s it!” The warmth from his wrists he could feel now on his back where Wilson was leaning into him. That could not explain away the heat Maxwell felt rise to his face.  
  
Upon opening his eyes, Maxwell was immediately struck by the nauseating swimming of his vision. He saw the grass at his feet—at his and Wilson’s feet—and the log in his arms—his shadow’s arms. He tried to lift his head to see, but his view of his feet did not change, and instead he saw from his shadow’s eyes: himself with Wilson stood behind him, looking at the shadow as if he’d seen a miracle.  
  
He would have collapsed to his knees had Wilson not caught him. Maxwell’s heart beat rabbit-fast beneath his ribs and his knees knocked together, but worse was the concern he saw in Wilson’s face. He pushed away from his hands and forced himself to stand. He didn’t _need_ Wilson’s assistance. He certainly didn’t need his concern. To prove it, he squinted, pushing aside the doubled vision to focus on what he wanted. The puppet set the log out of the way and stood at attention.  
  
“I see,” Maxwell said. He raised his hand, and the puppet mirrored him perfectly. “Yes, I can work with this.”

* * *

“I know it’s a shadow, but the way it just follows at your heels is strange.”  
  
“It would be more strange for a shadow to not follow at one’s heels,” Maxwell said, mostly ignoring him in favor of walking ahead to the grove of birch trees. Small ones, so not likely to be poisonous. Hopefully.  
  
“I wonder if it has anything to do with the book. Do you think it’s attracted to it?”  
  
“Trees, Higgsbury. We’re here to chop trees. Do you think you can manage to finish one task first before you begin another?”  
  
Wilson pouted like an overgrown child. “If anyone’s abilities to do chores were to be called into question, it certainly wouldn’t be mine.”  
  
“Oh, apologies, did you not want my assistance? Is that it? Because I am more than happy to leave you to your work while I do my own.”  
  
“Today, your work _is_ my work,” Wilson said. He passed over his axe to Maxwell. Maxwell then tried to pass the axe to the puppet, but it had gone so far as to even mimic his tool. Which was convenient, albeit left Maxwell awkwardly holding out the axe while both the puppet and Wilson looked at him.  
  
The goal was to get a sense of what the puppet was capable of, to create a baseline. As far as they had been able to observe while in their own camp the past few days, it stuck close to Maxwell’s side. It could perform all the same tasks he could, checking the pot, organizing the chest, stocking the fire, so on. But that was hardly a proper way to gauge its durability.  
  
So, they were going to try chopping trees. It was Wilson’s suggestion, because of course it was. And while Maxwell had to admit that it made sense for a test, this was as much about Wilson seeking his comeuppance, even if he wouldn’t admit it.  
  
As much as his pride tried to dissuade him, Maxwell’s desire to understand the puppets outweighed his reluctance. Until he found a better way to do so, he’d just have to go along with Wilson’s inane plans. Surely, it would only be a matter of time until he properly reconnected to his powers and could do away with this whole charade. But for now, he got to work, and started to chop at the tree. After only a moment’s hesitance, the puppet joined him.  
  
Unfortunately, Maxwell had to admit that he was unused to such manual labor, and it didn’t take long for exhaustion to still his work, which Wilson graciously did not poke fun at. He wiped his forehead with the back of his hand. There was silence.  
  
“It’s stopped?”  
  
“Seems so,” Wilson said. “Is it because you stopped?” Maxwell pointedly concentrated on felling the tree, and so the puppet did as commanded. Wilson seemed to understand that much. “Okay, so, not that. Does it get tired, maybe?”  
  
“It seems to be able to keep working past my own stamina,” Maxwell admitted regretfully, watching as it continued to hack at the trunk.  
  
“I might have a better idea if you let me see the book—”  
  
“There is no page on puppets in the book,” Maxwell snapped, glaring at Wilson. “If there were, we wouldn’t be doing this.”  
  
“Aaaand it stopped again.” Maxwell looked back and, indeed, the puppet had stopped working—blasted thing. Wilson hummed. “Even if there’s no page specifically on puppets, I’m sure there’s bound to be something in there to help.”  
  
“If there is, I will find it.”  
  
“I can help.”  
  
“I think not.”  
  
_Poof!  
  
_They both stared at the empty space the shadow had once occupied. The world snapped into sharp focus as the doubled vision Maxwell had become accustomed to vanished. Strange how easily he’d adjusted to it. Promising, even. He shook his head to get his bearings.  
  
“I guess they don’t last forever,” Wilson said. Maxwell took one last swipe at the trunk, and with Wilson’s push, the tree toppled. Without even looking, Maxwell could feel Wilson raising an eyebrow at him. “See, if we just work togeth—”  
  
“That’s enough for now,” Maxwell quickly interrupted. “Let’s just get the wood back to camp.”

* * *

The shadows didn’t simply materialize, even if it had seemed so at first. Like fire needs kindling, the puppets needed fuel.  
  
“That stuff is disgusting; I can’t believe you’re just holding it.” Wilson blanched, looking at the black ichor between Maxwell’s fingers.  
  
Maxwell lifted one hand to display his perfectly clean glove. “Not that I would expect you to know anything about safety precautions,” he coolly replied.  
  
“What do you think these are?” Wilson said, displaying his gloved forearms. “These aren’t exactly for fashion.”  
  
“Obviously not, they’re atrocious. They also don’t even protect your hands.”  
  
“I need my fingers for precision work. They do enough.” He pulled a face. “But not enough that I would willingly touch that.”  
  
“It has a many great uses, if you care to find them.”  
  
“So does kerosene. Say what you want about my self-preservation, but I know better than to muck with things that might blow up in my face.”  
  
Maxwell chuckled. “Who do you think you’re fooling by lying through your teeth like that? Suitably bored, you’ll do just about anything that comes to mind; including building a interdimensional doorway suggested to you by a stranger on the radio.”  
  
“Maybe you’ve taught me something about survival, after all,” Wilson said, dryly, but not cruelly. Maxwell didn’t have anything to say to that.  
  
The nightmare fuel curled around Maxwell’s fingers, sliding across his gloved palm and crying out all the while. If he listened closely enough, it almost sounded like words. He didn’t care to hear them.  
  
With aplomb, Maxwell spilled the fuel from his palm, bleeding oil into the grass where it hissed and churned; he willed it to take form, and it rose. Wilson took several respectful steps back.  
  
Fire needed more than just the kindling to burn, however. To sustain itself, it demanded more to consume—and the shadows weren’t any different. So while the nightmare fuel was enough to give it shape, it took more heart to give it life.  
  
Maxwell balefully watched the newest puppet stand before him, and ignored the burning in his chest.

* * *

They’d managed to make it nearly a week without murdering one another. It was certainly much longer than Wilson expected of either of them, which was setting the bar rather low, but left him proud to clear it, nevertheless. Crisp, fall air was beginning to bite at his skin, which meant it wouldn’t be too long now until winter was upon them. It was nice to think he wouldn’t be alone when it did.  
  
As much as Wilson wished to continue their experiments during all (of Wilson’s) waking hours, he had to concede that there wasn’t the time for it. They still needed to gather food from their traps and resources further out. And there was plenty to be done to prepare them both for the first snows. Maxwell’s puppet was a help, but with their limited amount of nightmare fuel, it was best to only use it when it was most needed, or when they both had time to practice with it.  
  
The puppet was just so strange! Wilson ruminated over the little he knew, practically chomping at the bit in order to learn more as fast as possible. Maxwell seemed to feel similarly, but other than getting his hands on the Codex, there was little Wilson could do outside of testing and observation. Yet Maxwell’s iron grip on the book left no room for debate, so, trial and error, it was.  
  
It was tedious for the both of them, but it would have to do for now. And what they were currently doing could count as a test. Of sorts.  
  
A test in the futility of one mind and four hands trying to pitch a tent unassisted.  
  
Wilson watched them work attentively, not caring if he was caught doing so. Maxwell seemed entirely too preoccupied in getting the puppet to cooperate, in any case. It would do a task for as long as Maxwell was still, likely concentrating on the puppet’s movements and not his own, but would drop it the moment Maxwell tried to do anything else. Over and over again they did this. Still Maxwell refused to stop, or, god forbid, actually ask Wilson for help.  
  
“No, you bloody useless thing!” Maxwell swore as the puppet dropped the woven silk it was holding in order to mimic Maxwell’s attempts at getting the rope tied around the supporting sticks.  
  
“Some colorful language, Maxwell!” Wilson chirped from his perch some paces away. “Spend some time in England, have we?” Maxwell sent him a scathing look over his shoulder.  
  
“You’re as useless as it is!” he hollered. The puppet looked over to Wilson, too, though more as if daring him to give his two cents. Wilson shrugged.  
  
“Do you want any help?”  
  
“Absolutely not!”  
  
“Are you _sure?”  
  
_“Go be a distraction elsewhere, you nuisance!” They locked glares, but Wilson gave in first.  
  
“Fine, then best of luck to you. I’ve got better things to do than be a punching bag for you.” He dusted off his pants and made to leave. It wasn’t a lie; there were more productive things he could be doing with his time. He really needed some more gold if he was going to get on with any of his electricity projects, amongst other things.  
  
“This tent is for _you!_ You’re the one who wastes all your time sleeping, so this should be your concern, not mine!” Maxwell blustered. Wilson kept walking, ignoring the loud _snap!_ of breaking twigs and the rustling of fabric. A long-suffering sigh followed, and Wilson was stopped by a quieter, “Wait.”  
  
When Wilson turned around, the puppet had been dismissed. Maxwell looked incredibly displeased, and perhaps a touch contrite. The tent materials lay in a heap at his feet.  
  
“Building is not really their strong point, huh?”  
  
“It’s always easier to destroy than to create,” Maxwell admitted. He gave Wilson a lopsided twitch of his lips which might have constituted a smile. Maybe. At least he was trying.  
  
Wilson returned to pick up the silk the puppet had dropped, as a show of good faith, and motioned for Maxwell to follow suit. Reticently, he complied. Wilson gave him an encouraging smile.  
  
“It’s something we can work on, then.”

* * *

“Carrot.”  
  
“Nope, mushroom. Try again.”  
  
Maxwell’s face contorted in concentration. He tried to mentally reach past himself and into the puppet, but there was just nothing. “Are you even putting food in its mouth?”  
  
“I mean, as close to a mouth as I can get. It’s a shadow, Maxwell; it has flat features and closed lips. But it’s also not very...solid, so I’m making do.”  
  
“You’re just shoving food into its head.”  
  
“Yes I am.”  
  
Maxwell groaned, to which he could feel Wilson’s laughter from where they were pressed back to back; the puppet was facing Wilson, and Maxwell faced away from them both.  
  
“Here, I believe I can just…” He could still make the puppet move, which meant he should be able to open its mouth, in theory.  
  
“Oh. Oh, that is so much worse, please stop.” Maxwell stopped, but did absolutely nothing to quiet his snicker. Wilson sounded suitably horrified, whatever he saw. Serves him right for treating this like some fun game. “I think I just saw my life flash before my eyes,” he whined.  
  
“Which one?” Maxwell cackled.  
  
Even Maxwell had to admit that he deserved the elbow to the ribs he got for that.

* * *

Wilson and the puppet waited as Maxwell got further and further away. The puppet attempted to follow several times before turning back and rejoining Wilson—must have been Maxwell telling it where to go. It naturally prefered to follow in his footsteps. When enough time had passed, and Wilson felt Maxwell was well out of earshot, he motioned for the the puppet to join him in sitting in the grass.  
  
“Okay, let’s begin with something simple. First, please nod your head if you can hear me.”  
  
The puppet stared blankly at him. Disappointing; if it turned out that the very first hearing test was a dud, then this would be a very boring day. He’d really been looking forward to— _oh!_ The puppet, slowly, bobbed its head up and down. Giddiness welled in Wilson.  
  
“Wonderful! That was a very delayed response, however; does it seem that sound is harder to interpret than sight has been? You said that you see through both sets of eyes in tandem, so is it that you see my lips move but you don’t hear the words right away? Or is it that you can hear it but can’t decipher the words immediately?”  
  
The puppet just sat silently. Wilson waited, but there didn’t seem to be any reply forthcoming. Right, simple questions. Yes or no. He could ask Maxwell the more complicated things when they met back at camp. He leaned to the side to retrieve his backpack and the items he’d brought with him. He laid them out in a line in front of himself and the puppet.  
  
“Maxwell, can you hear me clearly?” The puppet nodded, with less delay this time. “Are you still walking?” It shook its head: no. “Alright, stay where you are for now. Can you point out to me, with the puppet, which of these items is flint?”  
  
The puppet looked down and easily selected the item.  
  
“Wonderful! And you can clearly see everything here, even at this distance?” The puppet put the flint back and nodded. “Great! Now, close your eyes.” He waited, but the puppet didn’t close its blank eyes, even if Maxwell did. “Could you close the puppet’s eyes? There we are, thank you. Now, I’m going to rearrange the items, and I want you to try to pick the flint again.”  
  
The puppet waited while Wilson did so. Once he was done, Wilson gave the go ahead to choose. The puppet put its hand out to touch each of the items in the row. It didn’t choose the flint, and instead spent longer touching each item a second time. Then it chose the mismatched buttons. Wilson made a noise of dissent, to which the puppet dropped the buttons in favor of slouching over and picking at the grass.  
  
Wilson guffawed. “Oh, I’m sorry, am I boring you?” The puppet primly nodded, yes, and continued to pick at the grass. “You could find better use of your concentration than making your puppet act like a brat,” Wilson told him. “Also it’s weird to see a shadow sulk.”  
  
Chest expanding as if heaving a great sigh, the puppet plucked a single red flower from the grass, then sat upright. It twirled the flower by its stem, and Wilson had only a brief moment to wonder what it was doing before it reached over and put a cold hand on his shoulder.  
  
“What are you—” he started, but stopped when the puppet slipped the flower stem behind his ear. For a shadow, it looked far too proud of itself. “What’s this about?” Wilson laughed. “My nerves are fine.” He touched the flower’s soft petals but let it be. The gesture was nice, if nothing else. He grinned. “Thank you.”  
  
The puppet paused, for long enough that Wilson began feeling self-conscious, then rose and stiffly walked away. He wondered if Maxwell had simply walked too far away and the puppet was intuitively following him, or if it was something else. He tucked the flower more securely behind his ear. He’d ask later.

* * *

“And this one?” Wilson asked from somewhere behind him.  
  
Maxwell was silent, head bowed and focused on the fire’s glow behind his eyelids while he considered. “A log?” he guessed.  
  
“Nope, silk. About as far away as you can get, as far as textures go. These things aren’t very precise, are they?”  
  
“If you expect to understand magic the way one understands science, you’re going to be sorely disappointed.”  
  
“No, I won’t; it just means that I have to keep experimenting until I _do_ understand it. I won’t give up so easily.” Wilson set aside the silk and stripped off one of his long black gloves to stretch out his chemical-stained arm to the puppet. “Try touching my arm.”  
  
“To what end?” Maxwell asked, uneasily.  
  
“Just try it!” Cautiously, Maxwell concentrated, and the puppet tentatively grasped his wrist. It was...different. Wilson was watching Maxwell’s face and noticed his surprise. “Well?”  
  
“It’s warm,” Maxwell said. It was an oddly unpleasant sensation to have his own hand warmed by Wilson’s skin, but to not be able to feel as much beneath his physical fingertips. Not that he _wanted_ to touch Wilson. It was just odd.  
  
“Interesting! So it can’t feel textures, but it can sense heat! I wonder if it works the same with cold. We should go get ice and...oh. You can let go now.”  
  
Maxwell jumped, but the puppet didn’t move and did not release Wilson, to Maxwell’s mortification. “Stop that!” he shouted at it, as if it would start listening to verbal commands now when it hadn’t before. Wilson laughed. His palm grew warmer.  
  
In his sudden panic, Maxwell pushed the puppet aside. It let go of Wilson, and also stumbled a few paces away. A swell of righteousness built in Maxwell’s chest to be able to push this shadow back into its place.  
  
“You moved it. I wonder if it has to do with intent? Whenever I’ve touched it before, I just sort of phase through it,” Wilson tittered, oblivious to the silent battle of wills Maxwell had engaged in with himself. At first. However, when Maxwell didn’t respond to his comments, he noticed. “Hey, are you alright?”  
  
“I’m fine,” he lied through gritted teeth. It wasn’t convincing, but Wilson let it be. The puppet was dismissed.

* * *

Wilson was a few paces ahead, nearly at the clearing. He kept sending worried glances to the sky and over his shoulder.  
  
“I don’t want to go too far from camp,” he said. “I don’t like the look of those clouds. I don’t have anything to help with rain.”  
  
“Best we keep this to the point then, shall we?” Maxwell said. They both stopped. Wilson removed his backpack and took his axe from it; Maxwell walked several paces away and held aloft the Codex Umbra. In his breast pocket, the nightmare fuel faintly squirmed.  
  
“Let’s start with one,” Wilson said.  
  
Maxwell dipped his fingers into the fuel, allowing it to curl around his fingers, and then spilled it into the grass. The flare of pain between his lungs was pushed away in lieu of rising the puppet. It stood at attention, sword directed at Wilson.  
  
Wilson lunged forward and the axe screeched along the shadow’s blade. The sword fended off the attack as well as any physical weapon, thankfully. Maxwell saw through the shadow’s eyes when Wilson feinted right to swing again—he swung the puppet around to catch the blade, but the axe cleaved through the shadow’s arm. For one alarming moment, Maxwell’s vision flickered between the two perspectives—him, watching the scene, and the puppet, watching its arm dissipate into smoke—until it was abruptly righted. The puppet fell, strings cut, and vanished.  
  
“Well done!” Wilson crowed in victory. “Now let’s try with two!”  
  
Again, Maxwell summoned two more puppets. The fire in his chest was unignorable, now, and his shaking hands nearly dropped the Codex into the dirt. To get a better grip, he quickly slipped off his gloves. He’d always been of fair complexion, but now the pallor of his skin was ghastly. But that thought, too, was pushed away.  
  
Two puppets at once was incredibly taxing, but not impossible. If he concentrated solely on their sight and their movements, he could direct them well enough to avoid and deflect Wilson’s wide blows. More than once, he even got close enough to land a few of his own, shallow as they may have been. Wilson didn’t seem deterred. Stupid, tenacious man.  
  
Maxwell summoned a third.  
  
Vision swimming and legs no longer able to bear his weight, Maxwell collapsed to his knees. He clutched at the Codex like a lifeline to tether himself while the shadows—his shadows?—danced about the clearing. He couldn’t tell if it was his own eyes or theirs that saw the dark specters, but they were closing in.  
  
“Maxwell! Maxwell, snap out of it! Stop!”  
  
Everything had gone gray and cold while his heart burned him away from the inside. Wilson was calling out to him, but the shadows—not his—were getting too close. Unable to force his own body to move, he willed the puppets to act for him, to defend him—to defend them both.  
  
That’s when he saw her.  
  
In a kaleidoscope of overlapping images, she stepped forward. She looked—like herself. Like a person, amidst all the darkness. Almost like he remembered her, before any of this happened, and not at all like he remembered her after.  
  
“Do you think the past is forgiven so easily?” she sweetly whispered. And Maxwell knew, without any doubt, that she was here to seek her revenge. And he could never deny her that right. Overwhelmed, he shut his eyes to it all. He clenched his jaw to keep his teeth from chattering.  
  
Pain like a spear of ice pierced through his sternum. At once, his vision narrowed into a single image: of her—of _him—_ stabbing him in the chest. Maxwell choked on a name.  
  
The shadows dispersed, and it was just Maxwell and Wilson alone in the clearing. Wilson carefully lowered the axe from where he’d struck the last puppet. Nightmare fuel, like blood, dripped from the weapon. He was looking at Maxwell with worry plain in his eyes. Maxwell beseeched his blackened, charcoal heart to reignite.  
  
Wilson took in Maxwell’s quaking body, and then the darkening sky. “Look, let’s—let’s just get you back to camp.” Wilson cautiously stepped over to him and offered out his hand. “I don’t want us out here in the rain and...and I think you need to explain to me what just happened.”  
  
Maxwell looked at the proffered hand, wishing for nothing more than to deny it; however, he knew he would not likely be able to walk back to camp in this state. At least not before the rain came. Despite all his efforts to try to push Wilson away, Maxwell needed his help. For the first time since this all began, he felt truly weak.  
  
With no other options, he reluctantly reached out to accept.

* * *

Wilson all but dragged Maxwell’s uncooperative, gangly body back to camp. Most jarringly of all, Maxwell never once complained about the treatment, even when Wilson unsteadily deposited him in their tent. He just rolled onto his side, back to him, and wrapped his long arms around himself. A sharp pang of guilt struck Wilson, and so he left Maxwell be and got to work on building up the fire.  
  
Once the fire was comfortably roaring, he sat down to think.  
  
The puppets had never caused this sort of reaction before—not that he knew of, in any case. But had he really been concerned with how they were being formed, outside of his yearning to get his hands on the Codex? Guiltily, he had to admit that, no, he hadn’t greatly considered the toll each puppet took on Maxwell to produce. He knew they needed fuel, at the very least. And Maxwell’s control over them seemed to cause some disorientation, but, as he’d just witnessed, it had to be more than that.   
  
The puppets were Maxwell’s one advantage, but it would seem they were also a great disadvantage, if used improperly. And Wilson had to admit that he’d pushed Maxwell. Not that he would have had he _known!_ He wasn’t trying to hurt him! The tests had been harmless fun— _should_ have been harmless.  
  
Now Maxwell was immobilized and weak; pale and defeated, like he’d been while captive on that horrible throne. He’d just substituted one form of suffering with another. Wilson could imagine Their delight. Well, that just couldn’t stand. Wilson refused to be another instrument of Their torture.  
  
He’d find a way to fix this—if he could just get Maxwell to _let him._

**Notes for the Chapter:**

> In the notes of the working draft of this chapter, the bit where Wilson was feeding the puppet mushrooms had Jefferson Airplane's White Rabbit lyric: Remember what the dormouse said, _"Feed your head!"_
> 
> I amuse myself greatly. :D
> 
> [Also this chapter now has art, so feast your eyeballs here!](https://twitter.com/Dapperpunch/status/1097305408153243649) [And more here!](http://atlasio.tumblr.com/post/183081671459/i-wonder-if-it-has-anything-to-do-with-the-book) You guys are lovely! ;A;
> 
> Thank you very much for reading! I hope you enjoyed, and would love to hear your thoughts!


	4. Chapter 4

**Notes for the Chapter:**

> Happy Valentine's Day!

Wilson was sure that Maxwell wasn’t sleeping, even if he hadn’t moved from inside the tent in hours. It hadn’t yet begun to rain, but it was only a matter of time, which meant that it’d be a long night of continuously stocking the fire. He stored as many logs as he could inside his chest in hopes that they’d stay dry. At least they wouldn’t run out of wood any time soon. Food, on the other hand...  
  
When the wood was put away, Wilson went about making dinner with what little they had left.  
  
“Do you feel up to eating?” he asked, dishing out a slurry of vegetables. He really wished they had some meat—it would certainly be more filling, let alone more conducive to healing. Maxwell didn’t reply. He didn’t move a muscle. Wilson brought the food over, anyways.  
  
Even if the tent was mostly intended for Wilson, it didn’t stop him from feeling like an intruder to the disabled man’s space. Indeed, Maxwell shifted, but it was only to bring his shoulders up about his ears and curl tighter in on himself. It was as clear of a sign of not wanting to be disturbed as one could give without speaking. Wilson frowned unhappily.  
  
“I know you’re hurting, but you should really eat,” he said, setting the warm food down within Maxwell’s reach. “It’ll help.”  
  
“I don’t want it,” was the monotone reply. Wilson could barely even hear it.  
  
“Come on, now. You need to keep up your strength.”  
  
“I don’t want your food and I don’t want your pity,” Maxwell stated, but lacking any venom. Subdued. “Don’t waste your resources.”  
  
“I’m not wasting them, I’m trying to put them to good use,” Wilson reasoned. “I want you well, that doesn’t mean I pity you.”  
  
That finally caused Maxwell to give a more spirited response. “And why is that? Not a few weeks ago you’d have been happy to see me dead. You’d have been happy to be the one to _kill me_ , so why should that change?” He struggled upright, and Wilson edged back. “Or are you just concerned about losing your newest lab rat?”  
  
“You can’t blame me for being angry with you!” Wilson returned. “You have tried, and _succeeded_ , in killing me, so I don’t know where you think you get off with that attitude.”  
  
“More to my point! You owe me nothing—and yet you still insist on ‘helping’,” Maxwell spat back. He glared at the meager meal Wilson had brought for him, then pointedly turned away. “You would be better off concerning yourself with your own matters, and staying out of mine.”  
  
“You’re the one who stayed, even when I tried to get you to leave,” Wilson said, bristling with anger and crossing his arms. “You were happy to have my help up until today, which is by no account my fault.”  
  
Maxwell sneered, “Oh really, none at all?” Wilson averted his eyes. “I see. This isn’t pity, it’s a penance. Do me the favor and control your guilt. I won’t stand for your coddling.”  
  
“You _can’t_ stand, which is the whole reason for this! At least you _have_ me. Would you rather fend for yourself in this sorry state?”  
  
“Need I remind you that it was you—”  
  
“It’s as much your fault as it is mine that you’re like this. You just have to keep all these secrets and then expect _me_ to fix all the problems they cause.”  
  
Maxwell scoffed and laid back down, effectively ending the conversation. “Keep telling yourself that, pal.”  
  
Wilson bared his teeth. “You’re the foulest creature I’ve ever had the displeasure to meet,” he seethed. He scooped up his offered meal, planning to take it back and eat it himself, but hesitated before he could even turn away. With a frustrated growl, he set it back down. “Just eat it. You can decide whether you want to converse like a civilized person when you’re not starving.”  
  
He sent Maxwell’s back one last heated glare, then stomped out of the tent.

* * *

When the rain finally began in full, there was no place for Wilson to flee to if he wished to keep his fire going. No place other than the tent. Tail tucked between his legs, he crawled beneath the woven silk for shelter. He stayed as close to the entrance and as far from Maxwell as he could. The fact that he wasn’t immediately greeted with more abuse was at least something to be thankful for. The food he’d brought earlier, still untouched, had long since gone cold. Wilson turned away to watch the fire.

“Are you trying to make me angry at you?” Wilson asked the rain, and to anyone caring to listen. No reply. Not that he’d really been expecting one. He shivered and wrapped his arms around himself. “Will you throw a fit if I pulled up the wool?" A heavy pause. "I thought not.”  
  
He went and retrieved the patchwork wool blanket from Maxwell’s feet, and in doing so took note of the ashen gray skin of Maxwell’s ankle. When he sat back down at the tent’s mouth, he made a show of wrapping the blanket around himself, and it just so happened to lie partially over Maxwell, as well. Wilson held his breath, but the gesture wasn’t refuted.  
  
“I don’t want to hate you, for what it’s worth,” Wilson softly told him. “Perhaps that makes me foolish, but I feel we have a better chance out here if we’re not at each other’s throats.”  
  
The rain hissed and whined outside, masking Maxwell’s long silence. Finally, “I find myself wishing the opposite. This all would be much simpler if I hated you.”  
  
Wilson glanced over his shoulder and asked, “You don’t?”  
  
“You heard me quite well,” Maxwell huffed. He curled, ever so slightly, more in on himself.  
  
“It’s hard to be sure of anything with you involved,” Wilson said, but smiled. “You certainly could have fooled me, you know.”  
  
“As past experience has proven, you are remarkably easy to fool.”  
  
“Aaaand another nice moment, gone. You’ve got that down to an art.”  
  
Maxwell snorted. “At least I’ve mastered that much.” The remains of his breathy laughter were lost as he was wracked with a shudder.  
  
“The rest will come in time,” Wilson assured. He not-so-covertly pulled more of the beefalo wool over Maxwell’s shoulder. “We’ll just have to keep practicing.”  
  
“You’re honestly going to keep trying? After all that?”  
  
“What can I say; I’m a glutton for punishment.” He shrugged. “Speaking of food, I see you still haven’t eaten.”  
  
“Subtlety is not your strong point.”  
  
“The direct approach always worked better for me.” He retrieved the food. “It’s gone cold, but it's still perfectly edible. Will you have some now that you’re not acting like a child?”  
  
Wilson could tell Maxwell had rolled his eyes, even if he couldn’t see. He just knew. But still, Maxwell acquiesced, and sat up. Exhaustion was clearly getting the better of him. He reached to take the food from Wilson’s hands.  
  
Wilson didn’t give it to him.  
  
“Higgsbury?”  
  
“What…” Wilson halted, then tried again, “What happened to your hands?”

* * *

Maxwell squinted in confusion and looked down at himself—to his blackened fingertips. He startled and wiped his hands on the wool, to no avail. He rubbed his fingertips together but there was nothing between them. The darkness was deeper than the skin.  
  
“Maxwell?” Wilson called.  
  
“It’s the nightmare fuel,” he realized, talking more to himself than to Wilson. He pulled back his sleeve to see it seeping over the swell of his wrist. “I used too much.”  
  
“Why would the nightmare fuel do this? _How_ could the nightmare fuel do this?” Wilson set the food aside again and held out his hands, expectantly. Maxwell obligingly allowed him to pull one of his hands forward so it could be appraised.  
  
“I’ve told you that it doesn’t behave in a predictable, scientific manner. It’s magic. Magic always has unforeseen consequences.”  
  
Wilson manipulated his fingers, prodding at the pads of each in turn. “Does it hurt?”  
  
“No more than anything else does right now.”  
  
Wilson stilled and frowned as he thought, staying Maxwell’s hand. Maxwell didn’t comment nor make to remove it.  
  
“Will you tell me more about the puppets now? I don’t—” He gripped Maxwell’s hand more securely. “I want to understand what happened.”  
  
Maxwell heaved a deep sigh. “I wasn’t deceiving you when I said that there wasn’t a page on puppets in the Codex Umbra. But that doesn’t mean that I don’t have some idea as to what they are.” Wilson waited patiently for him to continue. “You may recall when you first arrived here, and the subsequent times after you went through my doorway, that I greeted you at the start of each.”  
  
“Yes, I remember.”  
  
“Projection. One of the many abilities They bestowed upon me in order to keep me pacified while I was bound to the throne. My mind could be anywhere in the world while my body wasted away.” He grimaced. “But that’s the extent of what I know about them. Using the fuel, and sacrificing my own life force... That was just intuition. The Codex is unspecific on necessary materials. That’s probably the only reason They let me keep it.”  
  
“How did you know to use the fuel?”  
  
“Nightmare fuel is incredibly powerful, especially in regards to dark magic. It just makes logical sense that it would be of use to me.”  
  
Wilson pondered this information while he toyed with Maxwell’s fingers. The flimsy excuse of examining them seemed to have been lost in with the rest of his muddled thoughts.  
  
“And what about using your own life force?”  
  
“That wasn’t planned. An unintended cost.”  
  
“But you knew about it before today,” Wilson astutely surmised.  
  
“Yes. I knew almost since the first night.”  
  
“Then why on earth did you keep using it? Maxwell, you could seriously hurt or even kill yourself with these things if you’re not careful. It’s not worth the risk.”  
  
“It’s worth every risk,” Maxwell argued. “In case it has escaped your notice, it is my only strength; I am physically bereft. If I were to not use the puppets, then even minor dangers are life-threatening. At least with the puppets I have a chance.”  
  
Wilson scrunched his nose in displeasure. “Maybe we could figure out a way to make them less costly.”  
  
“That would likely require more fuel use,” Maxwell said, and flexed his blackened fingers.  
  
“Ah.”  
  
“Quite.”  
  
“Perhaps we can dilute it? Maybe this reaction,” he splayed Maxwell’s hand to accentuate his point, “is temporary and will fade on its own.”  
  
“Weakening the fuel will likely also weaken the puppets. And I could not stand if they were even more belligerent than they already are. It’s bad enough that they don’t follow orders and instead act on whatever fleeting action might happen to cross my mind.”  
  
“Is that what happened when the puppet grabbed my arm? You did seem rather upset by that.”  
  
“It was. I don’t believe you were in any danger, but it is beyond frustrating for them to act beyond my conscious control.”  
  
“Has it happened any other times?”  
  
Maxwell shifted uneasily. “It has happened in a few other instances, yes,” he hedged.  
  
Wilson’s face slowly brightened with realization. “Wait, so then, was the flower you gave me…?”  
  
Maxwell colored and looked elsewhere, which he knew was answer enough. He attempted to snatch his hand away, but Wilson held on in order to give it a firm squeeze, then he allowed it to be drawn back. Maxwell’s feeble heart skipped a beat.  
  
“It’s very frustrating,” was all that Maxwell could manage as a reply.  
  
“I can imagine,” Wilson said kindly. He didn’t humiliate Maxwell further by prying, thankfully. “Here, hold this quick.”

Hurriedly, before Maxwell could ask, he swept the wool from around his shoulders and pulled it over Maxwell’s and darted out into the rain. Maxwell watched in amusement, chuckling as he began to nibble on the food. Wilson leapt from the chest to grab dry wood, chucked it into the fire, and raced back. He shook the dampness from his skin with dismay, but smiled to see Maxwell finally take his offering. He took a seat beside him so they could watch the fire together.  
  
The food might have gone cold, but Maxwell didn’t pay it any mind. Between the wool over his shoulders and the heat in his chest, he felt distinctly warm. And if he happened to set his hand down, palm up and open in invitation, he wouldn’t admit as much out loud.

* * *

The rain lasted all night and through the following morning. Wilson kept the fire going throughout, and in the small hours of dawn he nodded off to the repetitive drone of water pattering against the sides of the tent. When he woke it was daylight, and he had the wool pulled up over his shoulders. Maxwell was sitting at the entrance reading. He looked better.  
  
“Good, you’re awake. It’s about time,” Maxwell said without raising his eyes from the tome.  
  
Wilson pulled himself upright. “Do you have big plans or something?” he asked, running his hands over his face and rubbing the sleep away.  
  
Maxwell closed the book and gave Wilson a chary look. “Something along those lines. It’s time to get back to work.”  
  
“Finally agreed to let me help?” It was too early to keep the optimism out of his voice.  
  
“I am agreeing to continue, if you agree to not treat the exercise like some game,” Maxwell qualified. “My life literally depends on this working.”  
  
“Just so long as it working doesn’t, you know, kill you first.”  
  
“Yes, well, we’ll just have to make sure it doesn’t,” Maxwell agreed. “Are you amenable?”  
  
Wilson laughed at the parroted phrase. “Yes, okay. I’m amenable. This time. But—but I need you to be up front with me. Stop with the secrets, or your damn pride will do you in long before anything else has the chance.”  
  
Maxwell frowned and his blackened fingertips tapped anxiously atop the Codex. “You are asking a great deal from me, I hope you know.”  
  
“All I want is a little trust,” Wilson insisted. “I’ve given as much to you, haven’t I? Many times over.”  
  
“And it’s caused you nothing but heartache.”  
  
“I mean, it has. But not only. You might not think so, but the past couple of weeks have been—well, easier than they ever have been while I was alone. Even you make for better company than none.” He shook his head. “I can honestly say there were even times when I enjoyed it.” With a wry smile, he added, “Yesterday notwithstanding.”  
  
Maxwell paused, clearly warring with the idea. “I don’t expect the past to be so easily forgiven,” Maxwell said. His voice sounded strangely stilted, and Wilson thought it to be due to reluctance. “But thank you. For trying. I will...attempt to make it worth it.” He offered out his stained hand.  
  
Wilson beamed. “That’s all I ask for,” he assured, and took it.

**Notes for the Chapter:**

> This is _my_ Constant where I can choose exactly how and when I want to torture the characters of my choice. And, in my world, homophobia just isn't a thing. Cool? Cool. <3 Thank you very much for reading! [Please have this art before you go!](https://twitter.com/shazzbaa/status/1161484634741456896?s=20)  
> I hope you enjoyed, and would love to hear your thoughts!


	5. Chapter 5

**Notes for the Chapter:**

> I have a lot of headcanons about the Codex Umbra and what's in it/how it works. I don't really know how deep into specifics I'm going to be going into that for this fic, though, but if anything comes up and you're going "??? Ran, where was that ever established?" it's probably because headcanons.

Wilson had left some time ago—finally giving into Maxwell’s insistence that he didn’t need a nanny and would be perfectly fine on his own while Wilson was gone. He’d been hovering unnecessarily over him while he recovered, and Maxwell was glad the demand for food finally pulled his attentions away. He needed space to breathe, and time in order to verify a thought that had been on his mind since they first agreed to work together.  
  
He’d found the blueprints in Wilson’s chest weeks ago while searching for materials to make a meal. Of course he had gone over them at the time, but he’d taken one look at the crude design and scribbled notes in the margins and written the whole thing off as a laughable waste of time. The invention was doomed to fail. At least, the way Wilson had intended.  
  
Maxwell opened the Codex Umbra in his lap and flipped the pages until he found the one he sought. As he recalled: Wilson’s design was flawed, yes, but not unsalvageable. Simply incomplete. He’d based his blueprint on what he could recall from when Maxwell had built the first doorway with him, but it was clear that without direction he had relied solely on science to fill the gaps in his memory. This would make a rather grandiose door frame, but nothing more.  
  
Maxwell paid no mind to the hurried footsteps that approached him.  
  
“Hey, just what do you think you’re doing?!” Wilson shouted, tearing the blueprint out of his hands. “Don’t touch this!”  
  
“What, are you afraid I might soil it?” Maxwell said and wiggled his shadow-stained fingers in Wilson’s angry face. He’d meant it as a joke, but Wilson clutched at the document protectively, as if it were a genuine threat. Maxwell felt a strange little pang of hurt but buried it with a scowl. “Oh, don’t be so unreasonable. I won’t ruin your hard work.” He didn’t even say the last part sarcastically, which was honestly very generous of him.  
  
Wilson glared. “You know I can’t just take you at your word for it.”  
  
“Yes, well.” He scowled and crossed his arms. “Our recent truce relies on a certain amount of trust, as you so insist.”  
  
“Trust is earned, and I’ve _done_ my part.”  
  
“Yours sells cheaply,” Maxwell shot back, and regretted the words as soon as they left his mouth. He held out his hand to interrupt Wilson’s automatic rebuke. “Old habits, apologies. I did say that I would do my best to make it worth it, so, here. Collateral; to put you more at ease.”  
  
He held out the Codex. Wilson stared at it. He stared at it _well past_ any comfortable length of time. Maxwell motioned him closer to take it, and Wilson balked as if he’d grown another head and begun speaking in tongues.  
  
“What are you doing?” he asked.  
  
“I would think it obvious.”  
  
“Perhaps it would be, if it were literally anything else.”  
  
Maxwell continued to hold out the book and did not reply. Eventually, hesitantly, Wilson took it, and gave up his precious blueprints in return. They both sat themselves down on the grass and Maxwell carefully spread the blueprints out before them. Wilson remained longingly staring at the Codex’s front cover with the glaringly embossed M.  
  
Maxwell rolled his eyes. “Books are easier read when opened,” he said.  
  
“You’re really going to let me?”  
  
“A show of good faith. And because you’re going to need it if we’re ever going to get this doorway of yours to work.”  
  
Wilson started. “What do you mean by that?”  
  
“Just what I said. Here, let me.” Maxwell leaned over and opened the book in Wilson’s hands, flipping to the page he’d last been examining. He tapped the illustration. “This is what I’m talking about.”  
  
Wilson’s eyes darted over the page with rapt focus, drinking in every detail. Maxwell gave him a moment to absorb what he was seeing, and wondered if Wilson could even make out any of the words.  
  
“A gateway?” Wilson chanced. He squinted at the text, measuredly running his finger over it and mouthing out the words while scratching his beard.  
  
“Think of it as a prototype—you like those.”  
  
“A prototype. A prototype for your door?”  
  
Ah yes, he could be rather brilliant at times, Maxwell mused.  
  
“One and the same.”  
  
Wilson nodded absentmindedly and thumbed the edge of the page. “I don’t entirely remember how I built your doorway. I remember principles, but materials…” He flipped a page or two, searching. “I actually don’t see much on the materials here, either.”  
  
“As I have said before, the Codex’s instructions can be...obscure.”  
  
Wilson threw his arms up in exasperation. “How are you supposed to use it, then? What good does it do to have pictures and outcomes but no procedure to follow to obtain your results? Are you to reverse engineer everything and hope for the best?”  
  
“Again, you confuse magic with science. Much of the ‘procedure’ is simply _willing_ it to exist.”  
  
Wilson looked befuddled. “How are you to make all of these things from nothing?”  
  
“It’s not out of nothing.” He didn’t elaborate, but Wilson didn’t need him to.  
  
“The nightmare fuel.”  
  
“Yes.”  
  
“But I never used nightmare fuel when I built your doorway! So it can’t be the _only_ way to make it.”  
  
“Just because _you_ weren’t the one using it doesn’t mean it wasn’t being used,” Maxwell said. Inwardly, he hoped this didn’t lead into yet another circuitous argument about how Maxwell had wronged him.  
  
“You were using fuel on the door?”  
  
“Of course I was. Any use of the shadows is also a use of the fuel. And life force—you remember the mice and giving your own blood.”  
  
Wilson looked shaken. “Were any of the schematics you showed me real, then?”  
  
“They were real to you, which is all that mattered. You never would have been able to make that machine into a doorway if you didn’t believe it could somehow make sense. The knowledge I gave you was just as important as any other aspect of it.”  
  
“But the parts were of no consequence.” Wilson scowled.  
  
“As you said, it was not the _only_ way to build the doorway. It was just _your_ way to build it. Everyone’s is different. The materials are not important.”  
  
“Only the fuel is important.”  
  
“It’s how this world works. There’s no escaping it.”  
  
Maxwell winced at his own wording.  
  
“And if we were to build another doorway like this—we’d need to use fuel again, wouldn’t we?”  
  
“Yes, it’s the only way. The fuel is needed to connect the idea of a doorway and the place you imagine it to lead to.”  
  
Wilson nodded, though Maxwell knew the prospect wasn’t sitting well with him. Too many unknowns. “Why can’t you just make your own portal, then? Why even have the doorway?”  
  
Maxwell’s shame reddened his cheeks. “I don’t know how. I only know it _can_ be done, and how it has been done before, with all of your doors. But I can’t make my own.”  
  
“Can’t you just make it happen, like the puppets?” He demonstrated the _poof!_ of puppets when they materialized with his hands and puffing up his cheeks.  
  
Maxwell took back any favorable thoughts he’d given to Wilson’s intelligence for making Maxwell spell this out to him.  
  
“Wilson,” his breath caught on the name, but he quickly continued to cover the pause, “I am not strong enough to try that. Even if I did manage to make a doorway using only the fuel and my own life force, there is no doubt it would kill me. So I need your blueprints as much as you need my knowledge of magic.”  
  
“Does it require less from you that way?” Wilson asked. He didn’t comment on the use of his first name. “Building the doorway using science and magic together—it wouldn’t cost you your _life_ to activate, would it?”  
  
“It didn’t before. I have no reason to believe it would, this time. The ‘cost’ I am expending is my reliance on you.”  
  
“It's not going to take _my_ life, is it?”  
  
“No, I'll make sure it doesn’t. The fuel and the blueprints will be enough.”  
  
Wilson looked uneasy. “I don’t like you having to use more fuel than you already have to,” he admitted. He nodded at Maxwell’s hands, and Maxwell had to fight the self-conscious urge to hide them.  
  
“It’s of no matter. Getting out of here is the top priority. I know what I'm doing.”  
  
Wilson sighed and turned back to the book with a contemplative expression. “What happened to this gateway, then?”  
  
“Decommissioned. It’s long since fallen to ruin, even before I came to this place.”  
  
“Wait, there was a time before? You weren’t always king?”  
  
Maxwell chuckled humorlessly. “I was king a mere fraction of the time They’ve been in control. There were others, before I.”  
  
“Are you _actually_ from England?”  
  
Maxwell leveled him with an unamused glare and pointedly tapped the Codex. “Focus.”  
  
Wilson snickered but obliged him. “Alright, alright. But so these ‘others’—are they the ones that wrote this book?”  
  
Maxwell shifted uncomfortably and picked at a swarthy fingernail. “I don’t know for certain.”  
  
“Did They write it?”  
  
“I don’t know. That seems unlikely.”  
  
“And what about this: there’s inscriptions, I think, on the platform of the gateway. But the symbols there looks different from the Latin of the rest of the page. What language is it?”  
  
“It’s the language of the ancients who built it,” Maxwell said.  
  
Wilson looked up. “The ancients?”  
  
“The civilization that used to be here.”  
  
“There was a whole _civilization_ here?”  
  
“Keyword being: was. They, along with the rest of their technology and secrets, are gone.” Or as well as gone. Maxwell had plugged up the sinkholes ages ago. But no need to tempt Wilson with that information and risk distracting him further.  
  
It wasn’t keeping a secret, he rationalized. It just wasn’t presently relevant.  
  
“Except for the book.”  
  
“More or less.”  
  
“How did you even get this book? Did you find it when you first came here? Is _that_ how you became king?”  
  
“And here I thought my hounds were tenacious! One scrap of meat and you’ll never let it go,” Maxwell moaned and dragged his hands down his face. “Enough about me! It’s not important—all that matters is getting out of here. Will you do it?”  
  
Wilson was silent, staring pensively at Maxwell’s hands. Unable to resist the itch this time, he crossed his arms over his chest to hide them. He quirked his eyebrow to show his impatience.  
  
“Yes, of course I’ll do it,” Wilson said at last. He closed the Codex Umbra with care. “Thank you for showing me this. I know how much it means to you.”  
  
Maxwell highly doubted that.  
  
“If it gets us out of here any faster, it’s a necessary evil.”  
  
“Most people would just say ‘you’re welcome.’”  
  
Maxwell hummed noncommittally and pulled his black gloves, sleek and proper, over his ruined hands. It quelled his disquiet. At least this way he could pretend they were of normal pallor beneath. And it would keep Wilson from indiscreetly looking at them.  
  
“I’m not most people,” he said, satisfied. “Now, shall we?”

* * *

It was exciting to be able to work on a new project, Wilson had to admit. More than just a little—the idea that maybe, just maybe, they might even be able to go _home_ possessed him with a sort of compulsive energy. He couldn’t even keep the grin from his face while he mashed together a paste adhesive with his mortar and pestle.  
  
Maxwell didn’t seem to be enjoying himself nearly as much.  
  
The demon scowled and muttered to himself while fiddling with Wilson’s things. Wilson had managed to cobble together the supplies in order to hold his chemicals safely—mostly safely. When handled with care. Not that he had any room to talk when it came to lab safety, but at least he had some idea how to handle chemicals. What Maxwell was doing seemed to be more… artless.  
  
“You might want to be careful with that,” Wilson called over to him.  
  
“What is the point of this!” Maxwell growled, not really asking. “We might have to do things your way right now, but what purpose could you delude yourself into thinking this muck would serve?”  
  
“I’m not deluding myself if it actually works.”  
  
“It will work because it’s infused with _magic_.”  
  
“It will work because of _science_.”  
  
Maxwell met his glare evenly, and, with his free hand, reached into his pocket. The nightmare fuel kept there chased after his fingertips before weeping to his feet. The puppet rose and Maxwell handed off Wilson’s chemicals to it, then haughtily crossed his arms.  
  
“That doesn’t prove anything,” Wilson mumbled. “The whole point of science is that anyone can replicate the results. Even shadowy half-people. And that's because it doesn’t rely on the insubstantial whims of—”  
  
Maxwell gave a loud, rude yawn to interrupt his tirade. Wilson was about to tell him off in an equally rude manner, but Maxwell’s eyes suddenly flared with panic. He patted his arms rapidly as if trying to put out some nonexistent fire on the sleeves.  
  
“What is this?!” Maxwell screeched. Wilson dropped his bowl and was at his side in a flash.  
  
“You must have gotten the chemicals on your gloves, you blowhard!” He tugged harshly at Maxwell’s coat. Together they worked off the offending garment and flung it off into the grass, followed immediately by Maxwell’s gloves. Still Maxwell hissed and danced in pain.  
  
“Still?!”  
  
“Obviously! Do something!”  
  
“And just what do you expect me to do?!”  
  
“Anything is better than just standing there like some useless—” he cut himself off as he rucked his shirt sleeve up about his elbow, revealing not only his unmarred inner arm, but the darkening of his hands creeping even higher past his wrists. Wilson grimaced at the sight.  
  
Then he heard a long, ominous hissing.  
  
They both looked the short distance away to where the puppet stood, unperturbed and currently lacking an arm, with chemicals sizzling away at its shadowy flesh. It didn’t take a genius to put two and two together.  
  
“I guess science and magic really _don’t_ mix,” Wilson quipped.  
  
Maxwell rolled his eyes, but Wilson could tell he was relieved. “You’re incorrigible.”  
  
“It’s not my fault you choose to showboat.”  
  
Wilson inched closer to take the chemicals out of the puppet’s remaining hand. Then he paused. Contemplatively, he looked between the vial and the puppet’s melting skin. Maxwell gaped.  
  
“Don’t you _dare_.”  
  
Wilson jumped and nearly dropped the chemicals, himself. “You don’t know what I’m thinking!” he was quick to defend.  
  
“Oh, so you weren’t going to pour more of your poison on it to ‘test’ the reaction?”  
  
“I mean, just a little. It was only a thought. You can turn off what you feel from them, right?”  
  
Maxwell looked horrified. “You’re a sadist.”  
  
“I’m a _scientist_.”  
  
_Poof!  
  
_The puppet was dismissed in a cloud of smoke, safely out of harm's—and Wilson’s—way. Wilson did his best to not feel disappointed. He turned his attentions back to Maxwell who was setting himself to rights.  
  
“So how does your arm feel now?”  
  
“It's fine,” Maxwell bit. He rolled down his sleeve with stiff, practiced movements. The difference between his fingers and the pristine fabric was as stark as the truth and his deceit.  
  
“Would you tell me if you weren't?”  
  
“You just can't make up your mind as to whether to care for my well-being, can you?”  
  
“I've already decided I do, that's not the question. And you're deflecting.”  
  
Maxwell sighed. “And again with the lack of subtlety. I'm _fine._ More than well enough to keep working. The concern is unnecessary.” He glanced away as he finished affixing his cuff. “But it's not unappreciated.”  
  
He turned his back to Wilson and went to retrieve his coat. Wilson watched him go, warring with the warmth of his departing words, and the uneasiness that he had yet again sidestepped the question.  
  
Maxwell was rather good at that, he observed; not outright lying, but making no promises, either.

* * *

 _Thunk! Thunk! Thunk!  
  
_Wilson pounded at his boards and nails with a stone, huffing and puffing all the while. The sun was resting low in the sky, and soon they would need to turn in for the night. He’d been adamantly working as fast as he could, for both their sakes—which was admirable, but Maxwell was beginning to fear he might just exhaust himself before it was complete.  
  
He looked back to the tooth trap in his hands, carefully winding it with rope. When he looked back over his shoulder, he caught sight of Wilson’s head quickly turning away, returning to his boards with renewed effort as if he hadn’t just been caught staring. Maxwell quirked an eyebrow. So Wilson was still watching him, hm? Well, then might as well give him something to look at.  
  
Maxwell playacted further winding the trap, and when he was sure Wilson’s eyes were once more upon him, he did what he’d done many countless times, and made it disappear.  
  
The hammering abruptly stopped.  
  
“What on earth?”  
  
Maxwell kept his back turned to hide his smirk. “What was that? You’ll have to speak up.”  
  
“How did you do that?” Wilson shouted, louder.  
  
“Do what?”  
  
“That thing—the trap.” He set his hammering rock aside and walked over to him. “What did you do with it?”  
  
Maxwell faced him with his best puzzled expression. “What trap?”  
  
“The trap that was just in your hands!”  
  
Maxwell held his hands out for his own inspection—for Wilson’s, as well, for he grabbed them and turned them over as if he were somehow hiding it in his gloves. Maxwell chuckled.  
  
“Oh, I see, you mean this trap!” With flourish, he reached behind Wilson’s right ear and brought forth—not a trap—but the length of rope. He pulled on it and coiled it about Wilson’s shoulders like a scarf while tutting to himself. “No, no, that’s not right. Maybe this?” He reached behind Wilson’s left ear and brought back a handful of sharp hound’s teeth. He rattled the teeth in his fist and then deposited them in Wilson’s palm. “Are these what you were looking for?”  
  
Wilson seemed delighted with his antics. If Maxwell were a lesser performer, he likely would have let the joy filling his chest break his character.  
  
“What’s this, then?” Wilson laughed. “Sleight of hand? Aren’t such parlor tricks beneath someone who can do actual magic?”  
  
Maxwell carefully schooled his expression and folded his arms primly behind his back. “Ah, _actual magic_. Are you saying you believe in such a thing?”  
  
Wilson gave him a wry smile and shrugged off his rope scarf. “What I’m saying is there’s definitely things I don’t understand. _Yet_. But misdirection? That I understand well enough. And I will admit, you are a _master_ of it.”  
  
“One of my many talents, I assure you,” Maxwell deadpanned.  
  
There had been a time when it was his only talent. Years he’d spent trying to learn—fumbling with trick cards and rabbits. All for the amusement of an audience that smiled less at his act and laughed more in his face. He’d have given just about anything to genuinely entertain. He supposed that by now he had.  
  
When was the last time he’d amused anyone who wasn’t Them?  
  
“Hm, wait. I seem to have misplaced something.” Maxwell theatrically patted his sides and pockets. “Now, let’s see. Where…” He spun around as if looking about his feet for the dropped item. Wilson watched him with eyes crinkled in merriment while Maxwell put on his act. When Maxwell looked up, he smiled back. “Ah, there it is.”  
  
“Where?”  
  
“There,” he repeated, and pointed to Wilson’s chest.  
  
Wilson bowed his head to see, and what was there brought him up short. The teeth he’d held rained from his slackened hand. Maxwell held his breath.  
  
“A rose?” he whispered. Slowly, Wilson reached up and brushed his fingers over the flower tucked in his vest breast pocket. Maxwell saw his eyes dart quickly to his own chest—accurately guessing the rose to be the same one always pinned to his lapel. He looked up at Maxwell wonderingly.  
  
“Intentionally given, this time,” Maxwell promised. Wilson’s grin spread brilliantly. The relief Maxwell felt left him lightheaded.  
  
“It’s a wonderful trick,” Wilson said. Sheepishly, he ducked his head and stroked the flower’s soft petals with the pad of his finger. “Is it real? The rose, I mean. I didn’t think roses grew here.”  
  
“They don’t; and yes, it is.”  
  
“How have you come by it, then?”  
  
“I brought it with me. From before,” Maxwell said, keeping the sullenness from his voice. “It was a part of the uniform.”  
  
“I see.” Wilson hummed thoughtfully. “I don’t quite feel right in taking it from you, then. It does rather complete your look.”  
  
Maxwell stayed his hand before Wilson could remove it from his pocket. “Keep it. I insist. A memento from the show.”   
  
He thought that Wilson might further protest, that perhaps he’d been mistaken and he’d overstepped with his gesture. His hands shook and he swallowed nervously; he felt, shockingly, like his first time on stage, and cared not for the nostalgia.  
  
But Wilson nodded, and rested his hand over Maxwell’s reassuringly. The worry seeped away from where their hands overlapped.  
  
“Thank you,” he said, and held Maxwell’s gaze. “For trusting me with it. I know it means a lot to you.”  
  
Maxwell believed he actually might.

* * *

It was nearly sunset now. The clear, cold sky had gone indolently pink, as seen through the branches of dense, towering trees. Wilson and Maxwell sat at the base of such a tree, watching as the last of the doorway’s frame was set into place by Maxwell’s puppets. They passed a bowl between them.  
  
“Are you sure that it doesn’t need blood?” Wilson asked as he squeezed a fistful of berries in his palm. The red juice flowed stickily into the basin. It was disquietingly reminiscent of the first time he’d done this, but berry juice seemed a poor substitute for actual life essence. Even if he’d much rather that than slicing open his palm.  
  
“It shouldn’t be necessary. The nightmare fuel does most of the work; the organic matter it adheres to is of little consequence.” To illustrate his point, he poured the fuel into the bowl, where it faintly howled and writhed before doing what Wilson could only parse as consuming the juice, and then settling. Maxwell passed the bowl back to him. “If this doesn’t work, then we will try with blood.”  
  
“I think it’s your turn for that, if you ask me,” Wilson said.  
  
“I didn’t.”  
  
Wilson didn’t deign that with response, and looked out towards the nearly completed portal. It still didn’t feel real. Could it be so easy? After all this suffering—so simple to escape by merely building a door out?  
  
Now that it was about to happen, Wilson wasn’t sure he could believe it.  
  
“Why is it that you don’t wish to speak of before you were king?” Wilson asked. It might just be his last chance to. If he was honest with himself, he wasn’t really expecting Maxwell to answer him. At least not directly. He was surprised when he did.  
  
“Why is it that you care so much to find out?”  
  
Wilson shrugged demurely. “It’s nice to know that you’re actually just a person.”  
  
Maxwell was silent for a long moment. Then, solemnly, “I assure you, that reminder is not comforting in the slightest.”  
  
Wilson supposed that being mortal was a rather large a step down from a god. Even a false one.  
  
“If there was a life before The Constant for you, then… what was your doorway?”  
  
Maxwell looked at him tiredly, and Wilson thought he was about to earn another earful for his prying. But perhaps Maxwell was feeling the finality of this moment, as well, for he turned to set the bowl aside and to reach for something else. His book.  
  
He tapped the cover with his gloved fingertip. “The Codex. The Codex was my doorway. I wanted so _badly_ for the things in this book to be true, that I made them so.” He sighed. “But once you understand the trick, you can’t be fooled by it again.”  
  
Wilson bit his lip and mindfully patted the rose on his vest.  
  
“You said that most of the work of getting the doorway to open was the conviction that it could. So the willful suspension of disbelief is a rather key component.”  
  
“You are oversimplifying the process but, yes, that is partially correct.” Maxwell squinted at him suspiciously. “Why?”  
  
“It’s only—this isn’t the same way we did it the first time. And now that I know that the science of it isn’t true, what’s to say that this time it succeeds? You’ve shown me your hand.”  
  
“You think that by knowing I’m using the fuel that you know how it truly works?” Maxwell scoffed. “You flatter yourself. There is still much you don’t know—its power is stronger than you could dream.” He shook his head dismissively. “This will work.”  
  
Wilson hesitated. “How can you be so sure?”  
  
Maxwell grinned, and the stretch of his lips, too self-pleased, did nothing to abate Wilson’s unease. This whole scenario was feeling all too familiar.  
  
“Ah, now that would be telling,” he said, and tapped the side of his nose.  
  
“Right. I suppose it won’t work if I did know,” Wilson admitted, but mentally added: _Then I would be in the same boat as you, unable to make doors.  
  
_But how could he even be sure that much was true?  
  
Maxwell urged him to stand. “Come now, this isn’t the time for doubts.” He grabbed his book and the bowl and stood, motioning for Wilson to follow. “The only thing left to do is to try.”  
  
They walked through the trees to the clearing where the puppets stood side by side as silent sentries to their creation. With a wave, Maxwell dismissed them into billows of smoke, then brought the bowl with the berry and fuel mixture over to pour into the mechanism. The switch.  
  
All too familiar.  
  
Maxwell stood back and folded his arms expectantly. Wilson didn’t move, so he pointedly cleared his throat. “This would be your cue, Wilson.”  
  
Wilson swallowed convulsively. The use of his first name—he’d noticed that right away. The first time Maxwell had used it, it’d felt like a slip. A natural by-product of their partnership after all this time. But now it felt decidedly more like a command.  
  
Against all of his better judgment, Wilson shut his eyes, gripped the rose on his vest, and threw the switch.  
  
White light seared through the portal and the ground quaked, causing Wilson and Maxwell both to stumble back. Opaque ghosts of darkness danced in his vision; they solidified, coming closer through the center of the spiral portal. Dread pierced Wilson’s heart to recognize their silhouettes.  
  
All at once, the world blew into chaos.  
  
The doorway, it crumbled—beams splintered apart and drove nails into the grass at their feet. The wooden posts on either side squealed and twisted in torment, forcing Wilson to cover his ears to the onslaught. The noise sifted through his fingers and rattled like glass in his brain.  
  
Then—hands—shadowy hands with thorned arms snaked up from the split ground and encased the structure in its entirety. The dark figures in the portal drew closer, clearer. The centermost figure reached out a small hand. The doorway fell like a house of cards.  
  
What remained, once the last board had cracked and last thorned hand retreated, was a monument. An archway of stone, resolute and proud, had taken its place; shadowy black fire adorned its ornate pillars, and at the base, with elegantly coiled vines, grew roses.  
  
Wilson could barely tear his gaze from them long enough to take in the three new faces. His eyes watered as the white light dimmed, revealing—he knew them, what were their names?—the strongman, the mime, and the little girl. The other survivors. All looking just as lost as he felt.  
  
Wilson balled his hands into fists and bowed his head. Of course it didn’t work. _Of course.  
  
_Tentatively, Maxwell beckoned, “Wilson, I—” but Wilson cut him short.  
  
“Don’t.” He didn’t turn around. Instead, he took a shaky breath, glass from his brain spilling into his lungs, and plucked the rose from his vest. He glared at the beautiful, deceitful thing. “Like I said, it’s a wonderful trick,” he seethed, and pitched the flower at Maxwell’s feet.  
  
He couldn’t bring himself to look the liar in the face, nor heed his pleas to wait. He turned and marched towards the new arrivals.

**Notes for the Chapter:**

> From this point on in my outline, the chapters are going to start beefing up. Which means, yay! Longer chapters! But it also means it's gonna take me a bit more time to write them. Thanks in advance for your patience!
> 
> Also a huge, huge thank you to everyone's wonderfully sweet messages here, on twitter, and on tumblr. ;A; You're all incredibly kind, and I cannot thank you enough for letting me know you're enjoying the story! I hope you will continue to do so!
> 
> [Have this amazing art before you go!](https://twitter.com/Its_a_Crow/status/1104128426326147072) [This one as well!](https://twitter.com/Dapperpunch/status/1104138732217741313) [And this one!](https://twitter.com/MomoSweetPeach/status/1106283367841103872)


	6. Chapter 6

**Notes for the Chapter:**

> Hey, we're passed the halfway point!

The ground had stopped trembling, but Maxwell’s world was still in turmoil. It didn’t work. It really didn’t work. Absolutely nothing made sense, except that whatever spiteful new monarch sat upon the throne certainly had a flare for the dramatic. Everything he—they—had been working towards, gone in a single instant. In more ways than one.  
  
But why this elaborate change to the portal’s design? Why not destroy it?  
  
And why was it still _on?  
  
_All questions he had no means of answering, and superseded by the fact that Wilson thought—well, Maxwell didn’t know what he thought. That he had something to do with all this whole fiasco? As if he would deliberately sabotage his own means of escaping this hell. He wanted out of here just as badly, if not moreso, than any of the survivors here.  
  
Maxwell stooped to retrieve the discarded rose. Whatever Wilson thought, it wasn’t favorable. And that was intolerable. He would just have to set the record straight.  
  
Wilson had already gone and made his way over to the new group, who thus far had not been made aware of Maxwell’s presence. That suited him just fine, but left him skirting the line between wanting to demand Wilson’s attention and shirking the rest. Unable to decide, he stayed where he was, out of the way and clutching the rose. He’d just wait to see what they would do.  
  
The child, front and center, was the first to speak to Wilson when he stepped forward.  
  
“It is no surprise to still be here,” she said with a high, hollow voice. “My suffering could never be ended so painlessly.”  
  
Wilson stopped mid-stride. She might not have been surprised, but everyone else in this clearing certainly was, to hear such a young girl say something so candidly morbid.  
  
He stuttered to reply, “No, it’s not like—it is, but you shouldn’t—that is to say—”  
  
Large, doe eyes looked up at him. “And you are?”  
  
“Oh, right, of course. Wilson P. Higgsbury. It’s a pleasure to meet you.” He extended his hand out in offering to her. She did not take it. It was likely still sticky with berry juice, anyways; if she didn’t presume the red substance was something more nefarious.  
  
Until this moment, Maxwell did not see what she held in her small hands: a wilting red flower. A match to the one delicately pinned in her hair.  
  
Ah, the twins. Of course.    
  
“Likewise to you, Mr. Higgsbury,” she said with a slight inclination of her head. “If only our meeting could be better fated.”  
  
“Wilson is fine. Please, I insist.” He nervously withdrew his hand and wiped it on his vest, conveniently hiding the red stain.  
  
Maxwell pulled a face. It was also in this moment that he happened to look past the two speaking to see that very expression being mimed right back to him. Oh, how he _hated_ mimes. This one in particular. None too discreetly, Maxwell drew a line across his neck while locking eyes with the pale-faced thespian, who swooned exaggeratedly. His melodramatic gesticulating caught the eye of his overly large companion.  
  
“Demon!” bellowed the strongman, looking around for, and thankfully not finding, a weapon within reach. He settled for flexing his arms above his head in a brawny display. “Your fancy suit is no match for my muscles!”  
  
Well, that didn’t take long.  
  
Maxwell would have made a run for it, if it weren’t for the flash of red darting between him and the behemoth, like a matador’s cape and a stampeding bull.  
  
“Wait! Wait, wait, wait! Don’t attack!” Wilson cried out, frantically waving his hands to stop the strongman’s charge. He was nearly flattened for the attempt.  
  
“Tiny man would stop Wolfgang?” the strongman asked, incredulously. “Is either very brave or very stupid!” Maxwell was inclined to agree.  
  
“Look, I know you have a lot of questions, and I don’t have a lot of answers for you, but can we not immediately resort to bloodshed?” Wilson pleaded.    
  
“Strange words to say on behalf of a murderer,” the girl said with a disquieting amount of ice. Maxwell was almost impressed. “Perhaps you are an accomplice?”  
  
“Absolutely not!” Wilson shouted, but then seemed to think better of raising his voice. He took a deep breath and tried again. “I’ve been in the same position as you all; he’s killed me _countless_ times. But killing him won’t do us any good, right now.”  
  
Maxwell took note of that troubling phrasing.  
  
Wolfgang crossed his thick arms over his barrel chest. “Many words but no answers,” he said. The mime nodded his head emphatically, as well; the unhelpful pest. The girl patiently waited for Wilson to continue to speak.  
  
They were all looking to Wilson for an explanation, as if Maxwell weren’t within perfect earshot of the entire diatribe.  
  
“Does no one care to hear my side of this?”  
  
“The less you speak, the better,” the child acridly replied. There was something gravely unsettling for her flat voice to drip so much venom. Okay, so perhaps he _was_ impressed.  
  
“You’re right about that much; you shouldn’t listen to a word he says,” Wilson agreed, to Maxwell’s dismay. And he still wouldn’t look him in the face to see there the pleas so clearly written. Maxwell clenched the rose.  
  
“And why should we listen to you?” the girl insisted. Her wide eyes shone like spotlights, and Maxwell was relieved to not be the one in the limelight. Even if it would seem his reputation relied on Wilson’s performance.  
  
“I—I suppose you don’t have to. But it will be dark soon, and we should worry more about building a fire. This would all be much easier to explain without having to worry about the grue, on top of everything else.”  
  
Maxwell saw red and bit his tongue to keep himself in check. The grue. Just another made up name for a creature they had no hopes of understanding. He had no right to speak of Charlie as if she were no more than one of his hounds.  
  
Wolfgang seemed suitably swayed by this logic, however. His entire frame shifted from intimidating to fearful in an instant. “Tiny man speaks sense,” he said. “I get wood. Come, silent one. You help!”  
  
Not seeing, or not caring to see, the mime's protests, Wolfgang brought him along into the trees to get to work, leaving just Maxwell, Wilson, and the little girl. Beggars couldn’t be choosers.  
  
Before Wilson could busy himself with any tasks, Maxwell bullied his way over to confront him.  
  
“Wilson, you misunderstand,” he began, attempting to turn him with a hand on the shoulder. He was roughly shrugged off.  
  
“I don’t want to hear it.”  
  
“I don’t care if you don’t want to hear. I can’t have you thinking that—”  
  
“You know what _I_ think, Maxwell? I think that I am tired of trying to piece together your motives. Even when telling the truth—scraps, mind you—it’s still just another manipulation. I have had enough of these games.”  
  
“And you think I _haven’t?_ _”_  
  
Wilson threw up his arms in outrage. “I don’t know! I don’t know anything about you! I don’t know if this,” he waved at the portal, “is your doing, or Theirs, or hers, or some combination thereof. I don’t know what to think, but I know I don’t want _you_ to tell me.”  
  
Maxwell wouldn’t have been able to, even if he wanted. He could only guess at what was done, or who was responsible. All he knew was that he had no hand in it. And it was important for Wilson to know that too.    
  
“I never deceived you! Our truce requires trust, does it not? To what end do I expect to benefit from ruining our one chance of escape? You’re brighter than this! Use your precious logic!”  
  
Indecision warred across Wilson’s face. He looked down, to the rose Maxwell still held in a vice grip, and seemed to come to a conclusion. To Maxwell’s alarm, it did not seem to be a positive one.  
  
He’d nearly forgotten about the child.  
  
“Who is this ‘she’ of whom you speak?”  
  
Both men startled. “Why don’t you go run off and play with the others?” Maxwell groused, shooing her with a flap of his hand. “The adults are talking.”  
  
“I’m comfortable where I am,” she said, simply. “And I wish to have an answer to my question.”  
  
She looked between them before settling on Wilson, who shook his head with a frown. “And you will,” he said. “As soon as we set up camp for the night. This conversation is over, anyways.”  
  
Without another word, he left them. Maxwell opened his mouth, perhaps to try to call him back, or to explain, or something, but no words came forth. The girl watched him with keen interest.  
  
“This wasn’t your doing.” Not a question, though it received a reply.  
  
“Of course it wasn’t!” Maxwell seethed. His head was reeling, and his patience wearing thin. He didn’t have time to placate her curiosity while seeking his own answers. “Not that I should expect any of you lot to see reason.”  
  
“It would behoove you to revise your opinion of ‘this lot.’”  
  
Maxwell rolled his eyes. He would not be talked down to by someone half his size. “Suddenly you care for my opinion, do you?”  
  
“I do not. But Abigail believes there is more to you that is worth understanding. I trust her, even if I do not trust you.” She petted the petals of the wilted red flower, and Maxwell self-consciously returned his own to his lapel. She added, as a wistful afterthought, “Should you stab me in the back, so be it. If I am particularly lucky, it may even kill me.”  
  
There was really nothing to be said to that, and so Maxwell didn’t. And any fidgeting on his part was merely apprehension over the fading sun and his own troubled thoughts, and not at all to do with any need to put distance between himself and his dismal company. In the distance, the strongman could be heard heralding his return.  
  
First, the fire was built; none too soon as the last streaks of red bled from the sky. The flame’s protective orange light did not quite reach Maxwell’s nor the girl’s feet, effectively trapping them in the portal’s flickering glow. Not that Maxwell had ever intended on joining the others, but he’d hoped the lapse in conversation might draw her towards the group—or, at some point, expected his own presence to repel her. Apparently, he was mistaken.  
  
At least Wilson seemed to have enough wherewithal to find this amiss.  
  
“Wendy?” Wilson implored. He motioned with a wave for her to accompany them. “Won’t you come by the fire? I’d feel better for you to be closer to the light.” He spared no such thought for Maxwell, who refused to let it bother him. Visibly.  
  
“Do not concern yourself,” she said. “I feel no fear for the night.” Still, she heeded the call and returned to the rest of the survivors, leaving Maxwell to loiter awkwardly and alone in the dim portal light. But Maxwell caught her say in passing to Wilson, “I don’t believe I told you my name,” before coldly walking by. For a brief moment, Wilson met Maxwell’s eyes. He seemed unnerved.  
  
Well, wasn’t she an odd one.

* * *

Never had Maxwell dreamed he would be forced to contend with those he’d wronged on an even playing field—let alone all of them at one time. The experience left much to be desired.  
  
Thus far he’d been nearly stabbed and set ablaze more than half a dozen times, which were attempts thankfully intercepted before inflicting any real damage. He would really rather not be forced to use one of the puppets so soon, if only because he needed to keep peace with these hooligans until he could get Wilson to come around. However long that took. Hopefully, not for much longer.  
  
It had already been far too long, in Maxwell’s opinion. The night had passed gruelingly slowly, with the tense silence being broken only as, one by one, each remaining survivor Maxwell had banished here appeared through the portal. The firestarter, the actress, the automaton, the woodsman, and the boy-spider—one by one they all came, and all reacted _poorly_ , to say the least, to see Maxwell standing as unwitting doorman.    
  
There was still one person missing, however. As each successive person walked through, Maxwell’s anxiety rose. He hoped there would be no one left to follow, because the last person must be the one on the throne. _Someone_ had to be on the throne; They demanded it. And Wilson had said, at the very beginning, that _she_ had taken it from him. But it was becoming increasingly difficult to deny the obvious clues being presented to him.  
  
Impossible, once the last silhouette manifested from the portal.  
  
“You again. ‘Best to be finding food before night comes’, is it?” The librarian, severe as ever, seemed equally displeased to see him.  
  
“Greetings to you, as well, Ms. Wickerbottom,” Maxwell drawled. So this was it, then. No more denials. “How good of you to join us.”  
  
“Us?” Maxwell stepped aside for her to see the others, all banded together and building a new camp: a communal camp. Some were even laughing while they did so, the simpletons. One day of companionship had lifted their spirits far too easily. Wickerbottom adjusted her glasses. “I see. More of your captives?”  
  
“You are as quick as ever.”  
  
“A quick wit is my only saving grace in this place,” she qualified. She fixed him with an appraising squint. “You are not normally one for idle conversation. What has changed?”  
  
“New management,” was all Maxwell felt compelled to answer. When it seemed she was going to ask more, he waved her off. “I am sure that if you go join the rest of your ilk, they will be more than happy to fill you in on the details.”  
  
She did not make any move to do so. “Will you not be departing with your customary fanfare?”  
  
He crossed his arms and planted his feet more firmly. “I will not be leaving, at all.”  
  
“Is that so.”  
  
Maxwell was saved from further prying when Wickerbottom’s presence was picked up on by the others. Several of them smiled to her in greeting. How very chummy.  
  
“A new friend! Over here, over here!”  
  
The spider-child raced over with arms waving, all eight of them. Had he not been previously darting about the other survivor’s feet, Maxwell felt sure that the old woman would have swatted him. As it were, she seemed to gather that he wasn’t a threat. Pity. Maybe next time.  
  
“Oh dear, and just who might you be?”  
  
“Webber!” he chirped. “Wilson told us to help by coming to get you!”  
  
“Were you expecting me? Who is this Wilson fellow?”  
  
Webber grinned, all fangs, and tugged on her skirt. “Follow us and we’ll introduce you.”  
  
She spared a glance over her shoulder at Maxwell, who was supremely uninterested in all of these niceties. “Go on, then,” he urged.  
  
At last, she acquiesced and did as the child bid, leaving Maxwell alone with the stone archway.    
  
Leaving Maxwell to contemplate the gravity of the situation.  
  
He should have known, as soon as he saw the roses. Roses didn’t grow here—he’d made it so, intentionally. They were too adamant a reminder of the show he must perform, and the crowd he must appease. And of her. Charlie. They were her favorite.  
  
For the first time since it appeared, Maxwell really looked at the archway. Elegant, with ornate carvings in the stone. A curtain of red satin curled high at the top, for the play was still commencing. And of course, the roses, a shock of darkness crawling up the archway’s arms.  
  
Darkness. Vines of thorned shadow, deadly and sharp like a clawed hand in the night. It really was her.  
  
But how was this possible? Charlie was—she was _gone_. They had twisted her until she couldn’t even remember her own name, let alone her favorite flower. She wasn’t a person, not anymore. For so long Maxwell had wished otherwise, to see some glimpse of his beloved friend in her, but he’d been forced to face what his folly had wrought.  
  
And whoever resided on the throne now, it couldn’t be her. Not as he knew her. But obviously, she still held the same tastes, the same theatrics, the same ire for the one who had done her wrong. All just a shade darker. This wasn’t Charlie; this was their Queen.  
  
Maxwell was intimately familiar with this. Once They got their claws into him, there were no remnants to be found of William Carter, either. He sighed and closed his eyes.  
  
A Queen, no matter how powerful, was still bound to the same board as the rest of them. She still had to play the game. Which meant, there had to be a chance to win. And he would find out how.  
  
He stepped back and, with a decisive nod, turned away. He’d find his answers. There was nothing she nor anyone else could do that would stop him from doing so.  
  
And he already knew where to start searching.

* * *

The survivors were, regrettably, justified in their reservations to Maxwell being in their camp. But it wasn’t as if he could leave. Not only was it just common sense that there were safety in numbers, but he’d still yet to get through Wilson’s thick skull. If Maxwell had to put up with them until then, they could just as well do the same.  
  
He held this belief firmly throughout the day, but began to waver as it drew to a close. Was he supposed to just make his own spot away from them like some pariah? Or he could always return to his and Wilson’s old camp; it wasn’t too far away. That was, if they hadn’t already repurposed the materials without him noticing. If that were the case, then it might leave him worse off should he not make it back before nightfall, as he didn’t have the supplies for a fire. He hadn’t exactly thought that Wilson’s foul temper would last for this long.  
  
Another night to be spent in the florid postern’s light, then. Joy.  
  
Only, that option found itself to be short lived, for as soon as night fell the portal remained dark and lifeless, and Maxwell had no other choice but to retreat to the safety of the furthermost reaches of campfire light. Every time the flames dimmed, he could hear a low growl, almost like the rumble of laughter. He inched closer to the light.  
  
Wickerbottom sighed. “You may as well sit down and help keep watch, if you’re going to be staying.”  
  
She patted the space in the grass beside her, inviting him to take a seat. The group had divided for the night, leaving the skeleton crew of her, Wendy, and the woodsman to take up the vigil. At least the mime had gone to sleep, or Maxwell never would have taken her up on her offer.  
  
He took a seat, long legs drawn up to his chest. He studiously did not make eye contact with the man across from him, sharpening his axe.  
  
Clearing his throat, Maxwell asked, “Why the change of heart?”  
  
“Mr. Higgsbury explains that you share in the same plight as the rest of us,” Wickerbottom told him, turning a page in her worn, self-bound book.    
  
“My, wasn’t that charitable of him.”  
  
“It was,” Wickerbottom said with a stern tone. “It is only because he did so that we are even considering this offer.”  
  
Maxwell rubbed at the bridge of his nose. “And what, pray tell, would this offer be?”  
  
“The offer to join us. This way we do not have to worry about you skulking in the shadows, since we will be able to more readily keep an eye on you. And another set of hands would not go amiss.”  
  
“Don’t expect this to last. I do not intend to make merry and break bread with you.”  
  
Wickerbottom snapped her book shut. The grinding of the axe ceased. Maxwell felt acutely aware of how little the fire did to keep the chill from seeping into his skin.  
  
“It would do you a world of good to shelve your ego; however, I’m familiar enough with injured cats to know how they behave. I imagine it’s much easier for you to lash out than to heal, isn’t that right?”  
  
“You presume much.”  
  
“I am capable of making inferences based on the information I know. I know you were a king, and now you are not. I know that, since this time, you and Mr. Higgsbury have managed to work together long enough to build the portal that brought us all together. I also know that, whatever your intentions were that lead to this event, you are more than capable of controlling your compulsive tactlessness long enough to do so.”  
  
Thoroughly chastised, Maxwell bit his lip and looked away. The woodsman snickered.  
  
“What else has he told you?”  
  
“He’s told us about the throne—both in regards to himself upon it and our new mysterious matriarch. His knowledge is unfortunately very limited on anything in regards to the shadows. He insists he wants nothing to do with them.”  
  
Maxwell winced. “Is that why you’ve chosen to keep me? Hoping to find out what I know?”  
  
“We are choosing to keep you because it is the civilized thing to do. Every decision is not a ploy to get the best of you.”    
  
Maxwell pursed his lips and turned away, and in doing so saw, curled up on a mat and back to the fire, was Wilson. The easy familiarity he’d had with Wilson, so quick to become accustomed to, now left a painful void in its absence. It surprised him just how badly he wanted it back. His frown deepened.  
  
The woodsman hummed thoughtfully. “It’s not so bad, eh? Once we get to know each other a bit, it’ll get easier. Give people a chance to see your true colors.” He said this, not unkindly, but with a flinty edge, making it very clear that this was no act of charity. Maxwell was not being trusted, but he was being given an opportunity. It was more than he could rightfully ask for.  
  
All of his pawns—these people—they were all so generous with their second chances. And he’d done little to reward the effort. He certainly didn’t deserve it, even by his own standards, but he owed it to them to do better.  
  
Wendy, who until this moment had chosen to remain silent, spoke up.  
  
Words weighted with solemnity, she promised, "He will.”

**Notes for the Chapter:**

> I love Wendy. Funky little edgelord. :D
> 
> Also I lied and _next_ chapter is when they start beefing up. But I got this one done quickly since it was just normal sized! 
> 
> Thank you very much for reading! I hope you enjoyed, and would love to hear your thoughts!


	7. Chapter 7

**Notes for the Chapter:**

> Inventory management in fic is hard and boring and I'm not doing it. 'kay, thanks! Have fun!
> 
> Edit: AO3 ate a good chunk of my punctuation when I transferred it, for some reason. I hope I caught most of them, but do feel free to shout if I missed any!

In the few days that had passed, the camp came together in short order. Resources were shared, walls were built, friendships made. Maxwell did his best to avoid confrontation as well as he could, which meant he stayed as far away as he could manage. He avoided the group of them nearly as well as Wilson avoided _him_. Which was a problem.

While Maxwell had in no way been allowed to shirk his own responsibilities to the camp—everyone was expected to pull their own weight, after all, even the children—he meant it when he said that he had no intentions to stay. As each day passed, and as his hidden stash of supplies grew, he ran out of precious time to convince Wilson to come with him. If he ever held that power to begin with.

But if he didn’t before, perhaps he would now. Powers of persuasion were not his only strength, and he’d been growing stronger.

During those first days, he’d made a rather ingenious discovery. As is the nature of such occurrences, it had been entirely by accident, and largely motivated by spite.

What happened was Wickerbottom, bright and early the morning after their fireside chat, placed an axe in his hand and pointed to the woods. She said that if he expected to be welcomed back that night, then he could at least bring back enough wood to keep the fire going. It was clear in her tone that no argument was to be tolerated. He took the tool and left, internally cursing all the while.

The pines were silent in the early morning cold, and the frost stung his nose. Even the birds refused to sing or take wing, preferring to stay snug in their nests. Nothing but the heavy tromp of his footfalls crunching the grass disrupted the quiet. At most, there were mere days until the first snow. He didn’t have time to waste.

The faster this task was done, the sooner he could move on to more important things, he reasoned. Mind set fully on his task, he laid down his Codex so that he might reach into his vest pocket for the fuel he kept there, and willed the puppet to take the axe and begin.

A routine demand in just slightly the wrong order.

It was this simple deviation from the usual process—first the tool, and then puppet—that seemed to make all the difference. Instead of his shadow manifesting and mimicking the axe, the fuel twisted and took it from Maxwell’s hand, altogether. When the puppet was fully materialized, the axe turned to shadow in its hands, it did not wait for instruction. It got to work.

Most notably, it left Maxwell with no pain.

Maxwell watched the puppet chop—just watched; he didn’t think to make it act, or to concentrate on felling the tree. The myriad of overlapping vision was still there, but tolerable to set aside. It made no difference to the puppet’s behavior. He took several steps back. The puppet did not follow. _Fantastic._

Such a minor change in formula and yet it had caused such a significantly different outcome. And at much less steep a cost. How could they not have discovered this sooner?

And Wilson would want to know, wouldn’t he? Another variable in his experiment, of course he would! It was the perfect reason to call his attention. And once they were finally speaking, then Maxwell could convince him of all that he needed to. He had to try.

Decision made, he turned on heel to return to camp. Maybe he could find Wilson before he left and—oh.

He passed a tree; a tree just wide enough to conceal the small figure behind it. Wendy looked up at him when he stopped short.

“Spying so early in the morning? How stalwart,” Maxwell sighed, his exhale fogging in the cold. He folded his arms and dismissed the puppet in the same movement. “I presume Wickerbottom has sent you to keep tabs on me.”

“She does not know I am here.”

Maxwell raised an eyebrow. “Here on your own merit? I’m sure you could find better use of your time. Go play with spiders or something.” Either the unfortunate spider-child or a whole nest of them, Maxwell wasn’t picky, just so long as they got her away from him. He didn’t have time for babysitting.

Wendy shook her head. She stroked her sister’s flower petals contemplatively. There was blood on her fingertips. Maxwell did not think it was hers. “Wilson said something curious when we first met. I wish for clarification.”

“He knows as much as I. As you said yourself, _I had nothing to do with it_. So if that is all—”

“I have not come to ask about the portal. To my understanding, you do not know anything that would be of help to fix it. I may believe you keep more from us. Even from him. But that is not why I have come to you.”

Maxwell shifted his weight from foot to foot uncomfortably. “Why have you?”

She was quiet for a moment. Then, “Wilson said you have killed us all. ‘Countless times.’ Then why are we not dead?” She held out the flower between them, and her voice, so small, wavered to say, “And why is Abigail, still?”

Maxwell flinched as he looked at the plant in her stained hands. Half dead, but not quite. Holding on by sheer force of will. It would still bloom for her. Only for her. There was blood streaked amongst the petals. He crouched to more evenly meet Wendy’s gaze. She did not back away from him, and he would not shy from her question.

“That is not how this world works. For however it may have seemed, I was not the god I made myself out to be. Divine right, as I once believed, did not grant such powers. Tell me, did Abigail die long before you came here?”

“No. She passed a few weeks before you came to make the deal with me. But every moment apart was agony.”

He nodded. “And do you remember what you asked for?”

“I wanted to see her again.”

“That’s right. Such a simple request. So easy to fulfill. So easy to misconstrue.” He wished keenly that the forest was not so quiet so that his truth might be softened in the noise. “I cannot make a deal with the dead, but no such thing was necessary to bribe her soul to rejoin you, because she had never left. Wherever you went, she would follow. Do you understand?”

Wendy bowed her head and brought the red flower close to her heart. “You gave me the power to see her spirit, and that was all. I believed the portal would lead me to her, but I just condemned us both. Is that it?”

“Some blame is owed to They who suggested such a thing to begin with,” he reminded. Be that as it may, he understood the guilt. It was not something to be rationalized away so easily.

She did not cry, for which Maxwell was grateful; he wouldn’t know what to do to comfort her. She closed her eyes and took a breath. Her fingers trembled.

“Why did you bring us here?” she asked, at last.

“I wish I could say that there was a reason, but if They had one, I was never told of it. You wanted something badly enough that you were willing to make a deal. That was all it took.”

“I believe there is more to it than that,” she said. “Their bloodthirsty despotism, that much I understand. But what I cannot explain is why, of all the horrible people in the world, and of all the cruel irony, I would feel this way toward you.” She opened her eyes. “There is a reason why I feel this strange kinship. We have not met by coincidence.”

Maxwell grimaced. “We were fools, all of us—willing to go too far on false promises. None of us were special.”

“Perhaps.” She added, as a whisper to the flower, “Our family has always been plagued with such terrible misfortune.”

“What was that?”

“It’s nothing.” She shook her head. “Would you like to meet her properly? She wishes to say hello.”

“I don’t have time to dwell.”

“Yes, I have seen you packing. I know you will be departing soon. This won’t take but a moment.” She reached out to take his hand, and he could feel the coldness of her skin through the thin material of his glove. He didn’t pull away.

She knelt in the grass, frost dampening her skirts, and set the flower down. As soon as it left her hand, it unfurled, glowed, and began to rise. The enchantment that tied the soul to the flower, it was… not of his make. The energy it emanated was powerful. It must be a manifestation of the nightmare fuel, of Wendy’s will to be with her sister, but he didn’t understand it. And that unsettled him. It was the only reason he felt unease, he thought. Wendy held his hand tighter.

Once fully bloomed, light consumed the entirety of the flower: warm, white light, condensing into a single translucent shape. A ghost of a young girl with a wilted red flower pinned in her hair. A pale match to her sister’s.

“Maxwell, please meet Abigail Carter, my twin. She has been so eager to meet you.”

He froze. The forest’s oppressive silence seeped into his chest and stole a beat from his heart.

He had heard correctly, there was no doubt. Carter. They were Carters. Twins—and how could he have not have realized sooner—his _family._ Oh, how They must have delighted in his puppeteering. Kidnapping his own nieces. For the first time since being dethroned, he felt crushed by the weight of the sorrow he had sown. Maxwell’s free hand fisted the fabric of his trousers.

The girls were waiting for him to speak.

“Hello, Abigail. It—it is good to finally meet you, after all this time.”

Abigail cooed softly, her bright, empty eyes taking him in. She floated closer to Wendy, who released Maxwell’s hand in order to make room for Abigail between them. Abigail leaned over and whispered into her ear. Wendy nodded.

“He does look quite a bit like father, doesn’t he?” she said. They both looked to Maxwell.

Maxwell hung his head and swallowed his grief. There was nothing he could do for them now. Not yet. Just answer their questions.

“I had never gotten the chance to meet Jack’s children. He had spoken so fondly of you in his postcard.”

If Wendy were at all surprised by his admission, she did not show it. She clasped her hands together in her lap. “Father had once spoken as fondly of his brother. It has been hard to reconcile the image of the man we imagined with the man we’ve come to know.”

“For how long have you known about me?”

“Uncle William has been missing for some time. Presumed deceased. If anyone were able to reunite me with Abigail, it would make sense for it to be another spirit from beyond the veil.”

She’d known from the very start. No apologies could fix this.

“William Carter is dead. He won’t be coming back.”

Wendy nodded her understanding. “So be it.”

“I will not make you any more false promises, but you should know that I… regret what has been done. When I leave, I intend to find a way to send us all home.”

“I believe that you will try. To hope that you may be successful in your endeavor is more than I am willing to dare,” she said. Abigail cooed her agreement. “However, I wish for you to avoid a painful, untimely demise, Maxwell. May you have better luck than us Carters.”

He risked a wry smile. “Only time will tell.”

With nothing more to say, he bid them both farewell, leaving them to play. The day was finally warming. Birds had begun to sing. No more time to wait.

There was no going back to who he was—neither as William, nor as a king. He would just have to make do with who he could become as Maxwell. As just another survivor.

He hoped it would be enough.

* * *

Supplies packed—as much as he could take without being seen—Maxwell set out to find Wilson. One way or another, he would be leaving tonight. If he had any luck at all, it would not be alone.

He found Wilson alone in the badlands mining rocks.  

“Unless you’re going to be mining, I don’t know what you think you’re doing out here,” Wilson said before Maxwell could even announce his presence. He drove the pickaxe through the stone’s heart, splintering it at his feet. Maxwell cleared his throat.

“You know that’s not why I’m here.”

Wilson sighed. He dropped the pickaxe and ruffled his unruly black hair before turning to face him. Without the beard he seemed less like a raving wild man, at least. Maybe they could have an actual conversation.

“Just go on and say it, then. Get it over with so I can get back to work.”

Maxwell took a solidifying breath. “I know where we can learn more about the shadows, nightmare fuel, even Them. I am going there, and I want you to come with me.”

Silence. Then, a chuckle, followed by laughter. “Have you ever thought about changing your act to comedy? I really think you’re better suited for it.”

Maxwell reached out his hand in entreaty. “Wilson, please. Just listen. I cannot change the past nor all the harm I’ve caused you. You have every right to be wary, but I wouldn’t lie to you. Not anymore, and not about this.” His stomach roiled to speak so earnestly. Wilson had to believe him. He _needed_ Wilson to believe him.

“I don’t want to think you’ve lied. That’s the problem.” Wilson grit his teeth together. “Twice now— _Twice!—_ I’ve built that damn door, and both times I’ve _wanted_ to. I wanted to trust you and create with you and be your friend, as impossible as you are. But no matter what I want, it doesn’t change that doing so has never once worked out for me.”

“So a few failed experiments and you’ve already given up? You are more persistent than this.”

“If the results of your test disprove your hypothesis, then test again. If you continue to fail, the hypothesis must change. I know I can trust science. But I’m done with magic.” He crossed his arms over his chest, face determined. “So if that’s all you’ve come for, you can be on your way.”

No, not so easily. He still didn’t understand.

“We didn’t have the right procedure. I was wrong about how to use the fuel along with your blueprints,” he admitted. “I have more to learn, to remember, about how it might be used. How it can be improved.”

“Would that have changed anything? If it wasn’t your fault that it failed, if you _didn’t_ just use me, then that means that the new queen took it over, is that right? Whatever we did or could have done, it doesn’t matter because she wanted something else. You really think a different method would have changed that?”

“It’s not just about the method. I know that the fuel can be used to accomplish awesome tasks, creating portals high among them. There is a way out of this. We _have_ to keep trying.”

Wilson sighed. He indecisively uncrossed and recrossed his arms. Finally, “Where is this place that you think will have all of the answers?”

Quickly, hope hurrying his hands, Maxwell pulled out the Codex Umbra and displayed the page of the gateway they had studied before. Wilson immediately seemed to recognize it, if the frown was anything to go by.

Maxwell rushed to explain, “Beneath your feet are the ruins of the ancient civilization that built the first gateway. At the time we were building the door, it did not seem that there would be any relevance in mentioning, but I’ve just discovered that the puppets are growing stronger. The instructions in the Codex are incomplete, but I’ve spent enough time as king to know these ancients wielded greater power than I. They knew how to use the fuel to its fullest capabilities. Whatever they knew, it must have been important enough that They took my memory of it when I was brought back.”

“More secrets.” Wilson angrily shook his head. “Maybe there’s nothing at all to find down there, and that’s why you don’t remember, hm? Maybe there’s nothing but crumbling rocks and darkness and more death. Even you don’t know!” he lashed out, throwing his hands up in frustration.

Maxwell’s own voice was rising. “My memories are incomplete, not _useless_. I wouldn’t even suggest such a dangerous journey if I wasn’t absolutely sure that it was the only way to find answers.”

“Or if you were desperate.”

“We’re all desperate!”

Wilson waved him off. “That’s not what I mean. This is more than just an escape plan to you. You need this to work, because it’s all you have. You’ve admitted as much yourself—you are completely reliant on the fuel and the power it gives you. Or the power that you _think_ it gives you, if it’s not just Them or her playing mind games.” While delivering his diatribe, he paused. He held out his hands expectantly. Did he want the Codex? Or—? ”Show me your hands. Right now.”  
  
Maxwell brought the Codex closer to his chest, hands protectively wrapped around it. “No, there’s no need for me to prove anything.”  
  
“You said your puppets were stronger, which means you’re still experimenting with the fuel, right? So how is it affecting your body now that it can do so much more?”  
  
“There is no pain or limitation—if anything, the pain has been _lessened_ by the continued use.”  
  
“Not the answer to my question. So what you’re really telling me is you have no idea, and you don’t want to know. Because if you can see what damage it’s doing then you might just have to stop deluding yourself into realizing how bad it’s becoming.” Wilson lowered his hands. He looked upset. And it wasn’t just anger.  
  
“The way it looks doesn’t concern me, and it shouldn’t concern you,” Maxwell said. “The fuel and Their power is one and the same, for it is the sole source of power in this world. If I can master that power, wherever it comes from, that is all I need. There are always unforeseen side effects, but it’s our only chance.”  
  
“That’s not enough to go on! I can’t just blindly follow what you think you remember about how this works. If you can’t tell me, right here and now, whether this power is yours to have, and that there’s no chance of Them or her just manipulating you, then you cannot expect me to agree to going with you to strengthen those powers. For all you know, you wouldn’t even survive it. I’m not going to watch you try to kill yourself.”  
  
Rage and disappointment seared up from Maxwell’s core, boiling the words in his mouth, so he spat them like sparks. “What does it matter to you if I do? At least I’m _trying_ to escape!”  
  
“It matters to me because _you_ matter to me!” Wilson screamed. “Like it or not, you mean something to me, and I don’t want you to die!”    
  
The molten words turned to lead on his tongue. “I couldn’t—it wouldn’t be permanent—“  
  
“It doesn’t matter! You might not come back to me! I don’t want you risking your life because you think there’s no other way.” His hands turned to fists at his sides. “Not that I could ever expect you to understand what it’s like to fear for your friend.”  
  
Maxwell felt his knees go weak. “Do you still consider me your friend?”  
  
Wilson glared and bared his teeth. “Friends don’t go out of their way to hurt each other.”  
  
No. No, they didn’t, Maxwell internally conceded. He’d always been a terrible friend. And he didn’t have the shadows to blame for that. That cross was his alone to bear.  
  
“I am not a good person,” he reminded.  
  
Wilson rolled his eyes. “You choose not to be, but you are perfectly capable. I’ve seen it.”  
  
“You see a great deal of good in someone who doesn’t deserve it.” He folded his hands over the Codex to hide their nervous quaking. “She did too.”  
  
“She—who?"  
  
“Charlie. Our queen. Her name was… her name is Charlie."  
  
Wilson was brought up short, reeling from the turn in conversation. “Charlie? You... know her?” His face scrunched in confusion, eyes scrutinizing. His gaze fixed on Maxwell’s lapel. “This has to do with the roses."  
  
“The roses were a part of the uniform, as I told you. She and I performed together on stage, once upon a time. And they were her idea—her favorites. Seeing them here… it was a message to me."  
  
“A message? What kind of message?"  
  
“An omen. And a reminder of my hubris. I hurt her greatly by involving her in my pursuit of power; the power she now holds.” Maxwell exhaled shakily. “She was once my dearest friend. Your little display of throwing my rose really played the part of making sure I knew I was unforgiven. She must have been thrilled."  
  
Wilson winced. “Why didn’t you tell me sooner?"  
  
“I didn’t know.” Which was the truth.  
  
“Would you have told me, even if you did?”  
  
“I am doing so, aren’t I?” He could only speak for his present self. The past him, the one that was full of viciousness and loneliness, might not have. But he knew now. That was all he could offer.  
  
It didn’t appear to appease Wilson. He rocked back on his heels, face soured and closed off. Maxwell waited patiently for his response, keeping his spiteful tongue in check, but his confidence in Wilson’s reply had all but decayed.  
  
When Wilson spoke, it crumbled altogether.  
  
“I’m not going to let what happened to her happen to me. I’m not going to let you keep deceiving me and yourself into killing ourselves chasing ghosts.”  
  
So this was it, then. He’d made his decision.  
  
Perhaps it was for the best.  
  
“And I wouldn’t wish that fate on anyone. If you have decided, and don’t wish to go with me, then so be it. I will stop asking.”  
  
More confused than ever, Wilson scoffed. “That’s it? After all the grief you’ve given me over giving up, you’re just going to do the same?”  
  
Maxwell nodded. “Not once in the time since we have come to know each other in this world have I truly respected your wills. It does not suit me to give others free will to refute me. But no more. You've made your decision, and I will honor that. So, no manipulations. No tricks. I will not make you.”  
  
“But it’s not going to stop you from going, either, will it?”  
  
Maxwell sighed and tucked the Codex Umbra away in his coat. He tried to keep the void in his heart from dragging his face down with it. He adjusted his gloves and his necktie. He kept his expression neutral.  
  
Wilson, contrarily, looked miserable.  
  
“I greatly appreciated your companionship, Mr. Higgsbury. Thank you, for your friendship; however little of it I’ve earned. I will not further impose.”  
  
“Don’t do this, Maxwell. I won’t forgive you.”  
  
Maxwell smiled sadly. “I was never owed it to begin with. But this won’t be the last you’ll see of me,” he promised. He closed his eyes to Wilson’s pleading face, and leaned forward. Maxwell knew by Wilson’s sharp intake of breath that he had expected something very different than the bow he received.  
  
“You bastard,” Wilson choked.  
  
Maxwell didn’t have the heart to face him. “Until we meet again,” he said. He straightened and took his leave.  
  
Wilson did not call him back.

* * *

It took a while for Wilson to notice the puppets.  
  
After Maxwell left, he’d thrown himself back into his work—cleaving the stones apart with heavy blows while his chest heaved with the exertion. Or so he told himself. The way his throat tightened and his vision blurred—it was all just to do with dust and the strain. He was _fine_.  
  
He was a terrible liar.  
  
The pickaxe slipped from his grasp and he kneeled in the dirt. He scrubbed at his eyes until he saw stars instead of tears.    
  
_Clank! Clank! Clank!_  
  
Wilson pulled his grimy wrists away from his face and listened. Wind, and the rustle of pebbles. Then, undeniably, the sound of stone being struck.  
  
“Maxwell?” Wilson croaked. What on earth was he doing, after ending a conversation like that? How dare he come back as if it were nothing—  
  
He stood up and whirled around towards the noise, ready to hurl a barrage of insults in that asshole’s face. But when he stood to do so, the words turned to ash in his mouth. Maxwell wasn’t there. No one was. Only shadows.  
  
“What is this?” Wilson snarled, rubbing the last of the wetness off his face. “You don’t want to listen, so you send your puppets to convince me, instead?” The puppets did not answer, because they couldn’t. They wouldn’t even turn in Wilson’s direction.  
  
That was it.  
  
Scattered about Wilson’s feet were chips of stone from his path of destruction. He picked one, blindly, and weighed it in his palm. Heavy. It would hurt. _Good_.  
  
He hefted it at the closest puppet’s chest.  
  
The rock landed with a solid impact, causing the puppet to stumble to its knees and drop its tool, which clattered to the ground. Watching it struggle only darkened the vat of poison eating him alive. He looked away to what it dropped. So the pickaxe was real? It looked like shadows, but it didn’t disappear like Wilson expected it to. That was something new.  
  
He only had the moment to be diverted, for the puppet regained its footing, reclaimed its tool, and set back to work. It didn’t retaliate. The second puppet did not come to its aid. They both ignored him completely.  
  
“Why are you doing this?” Wilson demanded. “Is it not enough for you to come torment me in person, so now you’ve sent these? Show yourself, you coward! I know you’re close!”  
  
He said this, but he wasn’t positive that was true. The badlands were vast, but flat, with the craggy surface being marred only by the occasional mounds of stone. While he wouldn’t put it past Maxwell to be so petty as to hide, Wilson didn’t feel that to be the case.  
  
But then, what was this game?  
  
He didn’t have the slightest idea.  
  
The second puppet shattered its rock efficiently, leaving all of its riches behind. They needed that gold, Wilson had to admit. He would have to be daft to miss just how cold the days had become, and soon the journey out here would be far more treacherous. Resources couldn’t be ignored just because he was angry. But he knew better than to assume that this could in some way be an apology. Whatever Maxwell’s motives were, they weren’t to be helpful. It was never that simple.  
  
He wasn’t going to get any answers staying here.  
  
The sun was getting low in the sky. If Maxwell had gone far, then Wilson was left with only two options: to go find him, or to collect what he could and head back to the others. It wasn’t really a choice.  
  
He barely made it a few feet before a hand on his shoulder stopped him.  
  
“Let go.” It did not. He shrugged his shoulder, but the puppet stayed with him. The other puppet also turned to look—its pupiless black eyes intent. It stopped mining to approach him. He panicked.  
  
He shoved the puppet that held him as far hard as he could, bringing himself down with it. They both collapsed, but he was free. He scrambled to get to his feet. The puppet did the same.  
  
Once he’d oriented himself, he was met with not two, but three puppets surrounding him. Two held their pickaxes threateningly in both hands; the third merely had its hands clasped over its chest. It held something, but it was too dark and Wilson was too rattled to try to make out the shape through the puppet’s translucent skin.  
  
He waited in tense silence for them to make another attempt to grab him, but they made no such move. Gradually, the adrenaline eked away, leaving behind hurt confusion. He stared angrily into the puppet’s blank face.  
  
“Get out of my way,” he ordered. It didn’t. Wilson wondered if he could get enough momentum in this small space to barrel past. Maybe, but these things had no stamina. With nowhere to hide in the badlands, they would easily catch him. Sunlight was growing scarce. If he didn’t find a way past them soon, he’d never make it back to camp. Why would Maxwell do this?  
  
In his fear, Wilson wondered if this was even Maxwell’s doing. What if he’d been right and the puppets weren’t Maxwell’s? What if they were hers, or even Them? He might very well be killed here, looking up at his captor’s unfeeling face.  
  
Inanely, he wished he didn’t already know what that felt like.  
  
The third puppet with folded hands stepped forward, backing him closer to the other two. Wilson almost made a break for it, but when its hands parted, he stopped dead in his tracks.  
  
Wilson blinked. Numbly, he reached out. He took the rose out of the puppet’s hand.  
  
All at once, the puppets dispersed, leaving Wilson alone with the quiet and the cold and the thousands of thoughts vying for space in his brain. Forefront of them all: Why? Why the rose? Why was it _always_ the rose?  
  
Looking at the flower, he finally realized the trick.  
  
It was a distraction.  
  
And he was already too late.

* * *

As disorienting as it was to have that many puppets active at once, they’d served their purpose and given Maxwell just enough time to prepare. The sky had all but gone dark, save for the last golden tendrils still weaving amidst the branches of the trees. Wilson would never be able to catch up to him before night fell. If that was even what he was going to try.  
  
Maxwell hesitated at the mouth of the abyss.  
  
Even as king, he’d avoided this place. The caves were beyond perilous; he knew that much without half his memory. But the reward would be worth whatever horrors awaited him. He would be careful, and smart. He would make it back alive. He had to believe that. Night was falling. Time was up.  
  
Backpack straps secured around his shoulders, and with no more daylight to spare, Maxwell began his descent.

**Notes for the Chapter:**

> *Maxwell is filled with determination.  
>   
> Also I've been asked a couple times where to show artwork, so I would say that I usually put story stuff on Tumblr with the tag "ds remnants" and you're welcome to, as well! Otherwise you're welcome to just link me in a comment here if you want to show me! I'd always love to see!   
>   
> Speaking of art, [have this!](https://quantumcorny.tumblr.com/post/183855969081/dont-do-this-maxwell-i-wont-forgive-you-i) [And this!](http://insane-control-room.tumblr.com/post/184004880456/finally-did-something-for-sightkeepers-amazing)  
>   
> Thank you so very much for reading! I hope you enjoyed, and would love to hear your thoughts!


	8. Chapter 8

**Notes for the Chapter:**

> Similar to the beginning of the fic, these last chapters will have a bit more meaning to you if you're familiar with HP Lovecraft's _[The Dream-Quest of Unknown Kadath](http://www.hplovecraft.com/writings/texts/fiction/dq.aspx),_ but I'll only be making topical references, so it will make sense without it!
> 
> I've been waiting to write these last few chapters since I started this fic praise be I am so glad to have moved on from rehashing Cyclum
> 
> Last chapter, AO3 ate a bunch of my punctuation. Please feel free to point out if that happens again! It'd help me a lot!

Wilson almost _didn’t_ make it back to the group, as it turned out. He’d heard the grue’s growls closing in around him, reverberating in his ears and throughout his core, and thought himself done for. But then he saw the camp—blessedly bright, with the fire just being coaxed into life. He lunged for it just as he felt the the monster’s breath at the back of his neck.  
  
Heaving in great, desperate lungfuls of air, Wilson collapsed to all fours at the foot of the fire. He didn’t care how ragged he must look to those huddled around, nor did he care to see for himself their bewildered faces. They could all think what they wanted; catching his breath was more important. He let his arms fold beneath him so that he laid face-down on the ground. He stayed there.  
  
“That was dramatic,” Willow chortled.  
  
“Do you think he has died?” Wendy asked when Wilson didn’t reply, more curious than concerned.  
  
Wickerbottom tutted. “No, no, dear. He is still alive. I believe he is intentionally choosing to inhale the grass.”  
  
“A rather odd method of self-destruction. Immolation would surely be more effective.”  
  
Wilson raised his hand but not his face. “Not a suggestion, Willow,” he said to the dirt. “Don’t come near me with that lighter.”  
  
“You big baby,” Willow huffed. “Come on, sit up.”  
  
Having expended all the energy he was willing to, Wilson did no such thing. A moment later, two bodies on either side lifted his arms and hoisted him up, only to drop him onto his back. At least his voice wouldn’t be muffled this way, he supposed.  
  
And the rose in his breast pocket wouldn’t be further crushed.  
  
Woodie and Willow, the two who had moved him, watched him with matching confused expressions.  
  
“So I take it Maxwell’s not coming back with you, eh?”  
  
Wilson lurched upright. “You knew he was leaving?” he accused, shaking off the stray blades of grass stuck to his face. “Why didn’t you say anything?”  
  
Woodie shrugged and awkwardly rubbed at the back of his neck. “He said as much before, didn’t he? Figured you of all people would know.”  
  
Wilson hadn’t been asking why Woodie didn’t say anything to _him_ , but why he hadn’t said anything to _Maxwell_. Not that it would have changed Maxwell’s mind, at any rate. It really wasn’t a point worth arguing. Wilson deflated.  
  
If Maxwell’s ‘friend’ couldn’t make him stay, then a mere acquaintance had no chance.  
  
“It doesn’t matter,” he muttered. “Maxwell can do whatever he wants. I don’t care.”  
  
Willow crossed her arms. “That so?” she asked, words heavy with skepticism. “I’m not buying it.”  
  
“I’m inclined to agree, dear,” Wickerbottom chimed in.  
  
“As am I,” Wendy rejoined.  
  
“I don’t think I asked for all of your opinions,” Wilson snipped back at them.  
  
“You don’t have to, dummy. That’s what friends are for.” Willow rolled her eyes and tugged on his sleeve. “Come sit with us by the fire, it’ll cheer you up.”  
  
“Maybe I don’t want to be cheered up. Has that occured to you? Maybe I want to brood.”  
  
“Well, I don’t want to you to, so up you get.”  
  
Not having a choice in the matter, Wilson was brought to his feet and dragged over to the fire by Woodie and Willow, where he was then allowed to plop down in a dejected heap. Woodie gave him a friendly pat on the back, and Willow took a seat beside him. It was nice. He felt some of the resentment melting away.  
  
Wendy was the one to break the companionable quiet. Timidly, she asked, “Why is it that Maxwell’s departure has upset you so? Is it not a relief to be rid of the one responsible for so much of your pain?”  
  
Wilson sighed and hugged his knees closer to his chest. “It’s not— _he’s_ not like that. Not anymore. Without the throne feeding into his delusions, he’s actually a decent person. And I thought that maybe he was beginning to see that too.”  
  
“And does who he can become make up for who he was?” she insisted.  
  
Wilson glared thoughtfully into the fire. “I don’t think he was always terrible.”  
  
“Not always, but he was once. Isn’t that enough?”  
  
“If what he’s done is enough to condemn him, then what he does now should be enough to resolve him, shouldn’t it?”  
  
“One act of generosity does not make up for all the harm he’s done.”  
  
“It’s not just one act! He’s—he’s a different person. Or is trying to be. And shouldn’t he at least get the _chance_ to try to redeem himself?”  
  
Wendy was not to be swayed. “Redemption is not something earned with token gestures of altruism.”  
  
Willow groaned loudly. “Ugh, philosophy is so boring—you’re both just talking circles around each other.”  
  
She stood to throw another log into the fire, though it did not need it. The flames flared high and hot before settling. She seemed appeased and suitably distracted from the discussion because of it. No one told her to stop, even if a few inched away from the heat.  
  
Woodie frowned at Wendy who did not appear the least bit cowed by the stern look. He stroked his beard. “Weren’t you the one who said that he’d show us his true colors, Wendy? What’s all this about?”  
  
She nodded benignly to him. “I have already made my own decision on whether or not to forgive Maxwell. That is my point; it’s up to each of us to decide that for ourselves. Maxwell included.”  
  
All of the indignation rushed out of Wilson at once. He unhappily rested his head on his knees. She was right, and he couldn’t make that decision for all of them. But it wouldn’t stop him from trying to convince them otherwise, all the same. “I’ve already made my decision, too. I want to give him the chance.”  
  
“Then it’s best to have let him go, is it not? That was his decision, and his path to becoming, as it were.”  
  
“But it’s _not!_ ” Wilson shouted. “What he’s doing is suicide and he knows it!”  
  
Wendy hummed absently. “Surely,” she agreed, and ignored all the grimaces she received for it. “But that’s not as much a dissuasion as it might once have been. What point is there in death without permanence? It’s not like it was with Abigail. He would return.”  
  
“He’d return—as I first met him and having no memory of all the work we’ve done to get to this point.”  
  
Wickerbottom cleared her throat. She added, “If he could learn once, he could learn again, Wilson. And that burden wouldn’t fall on your shoulders alone, this time.” Her tone was austere, but the way she looked at Wilson was kind. Wilson ducked his head further into his crossed arms.  
  
“It’s not just that. He might learn all over again, but I don’t want that. I don’t want him to forget any of it.” Quieter, muffled into the crook of his arm, he said, “I don’t want him to forget me.”  
  
The group was quiet in wake of this confession. Not awkwardly so, just contemplative. And maybe he was being selfish—just because he chose to forgive Maxwell doesn’t mean they all had to agree with him—but he couldn’t find it within him to care. It was all pointless if Maxwell wasn’t here, anyways.    
  
“So are you going after him, or what?”  
  
Wilson looked up to see Willow smiling at him.  
  
“I don’t even know where to start looking,” he admitted. “The entrance into the caves could be anywhere.”  
  
“Not anywhere—if he intended to make it there before nightfall, it would have to be within a few hours walk somewhere nearby. We can certainly help with that much,” Wickerbottom said.  
  
Woodie nodded his agreement. “We’ll cover more ground with all of us looking in the morning. Think the twig can manage one night by himself?”  
  
Wilson looked around the group to see them all awaiting his reply. He broke out into a hesitant grin. “He’d better. I’ll bring him back from the dead myself, if I have to.”  
  
And it might have been a trick of the light, but Wilson swore he saw Wendy smile.

* * *

At the mouth of the caves was natural light that filtered in from the cracks in the ceiling. It was enough light to illuminate the field of gray-yellow grass that brushed Maxwell’s ribs once he let go of the rope. There was no breeze here to rustle the dry blades, making each of his movements intrusively loud. Best not to linger.  
  
First things first.  
  
He stepped slowly out of the grass and the rings of light from above—towards the darkness that stretched beyond. Along the way, he gathered sticks from beneath his feet and paused to weave blades from the tall grass into rope thin enough to tie them together. Once free of the grass, he stepped as far as he dared into the darkness. As he’d hoped, blue-white light flickered to life as the dormant bulb of the light flower reacted enticingly to his proximity. He plucked a glowing bloom and placed it in the frame he’d constructed. It would work fine as a lantern.  
  
It should be enough to keep Them away.  
  
Lantern now in tow, Maxwell picked a point in the darkness and began walking. The caves were quiet and tomb-like. Every now and again batilisks would scatter as he delved deeper, but he was not forestalled long, and soon he came across terrain different than the same craggy rocks and spider dens.  
  
The village of the Bunnymen was dim, but not entirely drowned in darkness as Maxwell had initially feared. Likely, the reason for this was the necessity for sunlight for the carrot fields Maxwell could see plotted between their similarly-designed hutches. Easy food. He would keep that in mind for later.  
  
While he knew better than to approach the Bunnymen with any meat upon his person—thankfully he remembered that much—he was still reluctant to try to navigate their cobbled roads completely blind. He kept his lantern aloft as he entered their domain, just in case, but the hulking beasts did not impede him. A few lifted their heads towards his light and their red eyes shone back like hot coals. He quickly moved on.  
  
He wandered the small village without aim, hoping to see anything that might spark his memory or give him a point of direction. But all too soon he’d reached the very edge of their encampment with no idea of where to go next. Pride told him to continue on. His stomach told him to go back.  
  
Maybe just a carrot or two.  
  
For the moment, he doused his light and snuck back to one of the hutches where he’d seen the carrot farm. One of the Bunnymen on the well-trodden road looked over at him and blinked, and Maxwell realized just how ridiculous it was to kill the light—as if that would stop creatures with the ability to see in the dark from noticing him. Interest piqued, it came closer, and Maxwell stood up straight as if he’d not just been caught red-handed.  
  
The overgrown rabbit leaned over him with its fuzzy white muzzle and unnervingly large teeth. This close, Maxwell could smell the rot on its breath and the dirt in its fur, but he held as still as possible while the beast sniffed him.  
  
Satisfied, it hopped back. “Smell fine,” it announced. It leered at him with its bright, red eyes. “Why here?”  
  
“I’ve not come here to impose,” Maxwell said cordially—hopefully convincingly. “I am only in need of some guidance.”  
  
The Bunnyman tilted its head to the side. “Directions?”  
  
Maxwell only barely managed to keep from rolling his eyes. Heaven help him if he was forced to pry the information he needed from one-to-two word replies.  
  
“Yes, directions. Do you know of a way to the ancient city?”  
  
“City?” Its floppy ears twitched. “Only village.”  
  
“Not a city of _your_ …people. The city that was here ages ago. They had amazing technology and great knowledge. The structures may have fallen into ruin, but the remnants of them should still be intact.”  
  
In reply, the Bunnyman stretched its wide, dull mouth open in a yawn. Again, Maxwell fought not to offend his company by recoiling in disgust. “No idea.”  
  
“I don’t know why I bothered asking,” Maxwell groaned and shook his head. What did he honestly expect from an anthropomorphic stage prop? He’d be better off finding it himself. He turned on heel to leave.  
  
“At-All.”  
  
He stopped. “What?”  
  
“At-All,” it repeated. It hopped in place impatiently. “Knows all.”  
  
“Right. At all knows all,” Maxwell said, slowly enunciating, hoping it would somehow make more sense if he did so, or that it would spur the rodent to elaborate. The beast did not seem inclined to do so. He sighed. “Listen, I don’t have time for this. Can’t you just point?”  
  
The Bunnyman hopped in a more irritated, aggressive manner, butting up to Maxwell’s face and forcing him to take several startled steps backwards and nearly tripping on carrot stalks. “Up, up. Then right. Then up. At-all.”  
  
“Fine. Fine! Up, is it? I’ll just go this way, then. Obliged for your _help._ ”  
  
Unresponsive to the sarcasm, the Bunnyman grunted agreeably. “Later,” it said, and bounded away. When its hunched back was turned, Maxwell hastily wiped white fur from his suit sleeves. Why did he ever make these things? Revolting. It was only through the rose-tinted glasses of nostalgia that he ever could have thought these brutes as _cute_.  
  
On the way out, Maxwell made a spiteful point of taking its carrots.

* * *

Snow.  
  
Everything was covered in snow.  
  
Wilson looked disparagingly out over the vast white plain—the same featureless expanse he’d been in the day before, which he knew only by the snowy heaps of yet collected materials he’d left there. The snow blanketed everything and wiped the map blindingly clean. If it was ever difficult before, finding the right sinkhole now would only be moreso.  
  
Webber called out to him, “Any luck, Wilson?”  
  
“Nothing, just normal rocks,” Wilson said with a grimace. He anxiously adjusted the strap of his backpack. “How about you?”  
  
“Nope. We went looking through the spider dens but none of them knew anything. And they were sort of mad to be woken up this early,” Webber said, apologetically. “So we kept going but we had to stop before going farther because of the tall bird.” He scratched at his furry body with one tiny claw. The axe Wilson had insisted he take with him seemed comically large in comparison. The roots of the hair on his chest and upper arms seemed oddly gray. “It’s hard to tell where anything is in all this snow.”  
  
“That’s alright, I don’t think Maxwell would have been able to make it through all the spider nests so quickly if that’s the way he went. It might be best if we circle back around to the forest and head east. Maybe we can regroup with some of the others.”  
  
“Okay. We probably shouldn’t get too far away from camp, too. It’s really cold out here,” Webber said. He scrubbed at his arms uneasily. When Wilson raised an eyebrow, he explained, “The snow won’t come off.”  
  
Wilson crouched so that he might get a closer look at Webber’s discoloration. “I don’t think that’s snow. I think your fur is turning white.”  
  
“Oh!” he exclaimed. The spider arms on his head twitched in excitement, and he smiled when he looked down at himself. “I hope it happens to all of us. It’s actually kind of pretty!”  
  
Amused, Wilson chuckled and patted his head fondly. “It is. It will help you hide in all this snow, too,” Wilson mused, and then tried not to think about what the child would have to hide from in the snow. All alone in the cold. It wasn’t a kind thought, but it was a practical one. This wasn’t their first winter. It had probably already happened once in a past life.  
  
Wilson had the horrible, fleeting recollection of freezing to death, himself. He’d been by himself then, too. It was a terribly slow way to die. Lonely. No one deserved to die alone.  
  
The memory had come unbidden, but it didn’t take a genius to guess why Wilson might be preoccupied with this particular flavor of death. And Maxwell had said something about remembering the suffering before death, hadn’t he? Just the pain, but nothing useful. Nothing that would help Wilson find him and preventing such gruesome fantasies from coming to light. How perfectly cruel of Them.  
  
“Is that smoke?”  
  
Wilson jerked out of his reverie. Webber, perfectly well and pulling on his sleeve, pointed back towards the trees. Above the white-tipped spears rose an ominous black cloud. Definitely smoke. And it was Woodie and Willow who had gone off to search the forest first, which didn’t bode well.  
  
Wilson linked his hand with Webber’s free claw for comfort. Whether it was for Webber’s or his own was unimportant. Webber was happy to clutch his hand back just as tightly, and it chased away the cold lingering in Wilson’s heart.  
  
“Come on, we should go find the others.”

* * *

“Look, it’s _fine_. It got their attention didn’t it?”  
  
“You don’t have to set the whole forest ablaze to do that!”  
  
Woodie looked distraught, while Willow kept her back turned and arms crossed; a touch too defensive of a stance for what was most likely meant to appear nonchalant.  
  
“I didn't! It was a _bush_. And it wasn’t near—very near—any other trees. The snow makes it too wet for anything else to catch. It doesn’t matter, it worked!” She waved her hand emphatically at Wilson and Webber who were just breaking the treeline to prove her point. “So stop your complaining.”  
  
Said bush was now nothing more than a smoldering black patch with a ring of melted snow around it. Wilson looked from the very dead plant to his very alive friends and sighed in relief. “Are either of you hurt?”  
  
“Of course not, I had it perfectly under control,” Willow said.  
  
Woodie guffawed. “You absolutely did _not_ , you hellion!”  
  
Willow raised her fist threateningly. “You wanna fight, mister? I’ll give you something to really get worked up about.”  
  
Woodie looked as if he had something more to say to her, but he shut his mouth on the retort with an audible snap. “Bah, I’m not resorting to fisticuffs.” More to his axe than to the rest of them, he said, “Besides, knowing her, she’d set the whole place on fire.”  
  
“I don’t have to play dirty to take you on, sasquatch!”  
  
“Why you—!”  
  
Impatiently, Wilson snapped his fingers to interrupt before the argument could get any more out of hand. “Guys! Did you find something?”  
  
“Oh, right,” Willow dropped her fists. “We think we found the right sinkhole. It’s got a rope leading down, and none of us put it there.”  
  
Oh, thank the stars. “Can you take me there? Is it close?”  
  
“Yeah! It’s really close! And I thought it’d be faster to get you to come to us than to walk all the way to come find you.”  
  
“It wouldn’t have taken that much longer,” Woodie groused.  
  
“Eh, my way was better.” She shrugged. “What’s the fastest way back there now?”  
  
Woodie huffed but let it go. He motioned to the group with a wave. “Follow me.”  
  
Quick on the woodsman’s heels, the group was lead a short ways through the trees until they came across a patch of oddly placed sandy terrain. In the center of the patch were shards of broken stone, and a hole. The hole had a single spike at its mouth, with the rope leading down its throat. Wilson swallowed.  
  
Woodie clapped him firmly on the shoulder. “You got everything you need?”  
  
Wilson gave a determined nod and squared his feet. “I’m as ready as I can be.”  
  
“Good. Go bring that nerd back in one piece, okay?” Willow said with a snort. Wilson remained unnervingly grim. Concerned, she asked, “Hey, you sure you don’t want us to come with you?”  
  
“No, you all should stay with the others. No use getting all of us killed down there. I might need you guys to knock some sense back into me if I come back without my memories, after all.”  
  
She laughed. “I can definitely do that, don’t worry.”  
  
Her laugh made Wilson smile, despite his anxiety. “Thanks, Willow. Good to know I can count on you.”  
  
“Wait! Don’t forget your axe!” Webber insisted fretfully, pushing the tool into Wilson’s hands. “You’ll need it more than me!”  
  
Wilson nodded and quickly put it away in his backpack, taking up precious room. He’d likely need a pickaxe more than a normal axe, but he would hardly deny the boy if it could help put his mind at ease. “Thank you for looking out for me,” he said, and did his best to look reassuring.  
  
Webber clicked his claws together nervously, then sprung forward to wrap his human arms around Wilson’s neck. “Please be careful,” he pleaded.  
  
Wilson enveloped him back in his arms just as tightly. “I will be, I promise. I’ll see you again soon, okay?”  
  
They broke apart, and Webber gave him a watery, sharp smile. “Okay.”  
  
His friends gathered around him. Despite the short time he’d known them, he was happy and grateful for their company. If this went well, he hoped he would be back with them soon. He took a breath.  “Alright, here goes everything,” he said, and descended.   
  
The tall grass on the floor below tickled Wilson’s chin as soon as he touched down. He stood up on his toes to look around, but there was nothing but walls of pitch darkness on every side. He looked up towards the cave entrance, but the light shining through was too severe to see past. No more encouraging faces here—he was well and truly on his own from this point on.  
  
He looked down to his feet, and noticed the broken blades of grass. If Maxwell dropped down in the same spot, then he first had to walk through the grass. It wasn’t much, but it was a start. Wilson followed the direction of the broken stalks until they stopped, and then followed the impressions of Maxwell’s heeled dress shoes in the dirt.  
  
It shouldn’t be that much different than tracking a koalefant would be, Wilson presumed. The tracks would just be much more faint for a lightweight like Maxwell, was all. The most important thing Wilson had to be sure of was simply not to get too hasty. Rushing too much would just get him killed. That also meant that he was going to need a much better light source than just a torch.  
  
As Wilson approached the edge of the sun’s light, and as far as he could see Maxwell’s footprints, he was startled to see the barely-there glow of _something_ just a few paces further. It didn’t come closer, even when Wilson froze like a spooked no-eyed deer. After a moment, he toed closer. And closer.  When he was almost close enough to touch, the plant—it was a plant, coiled like a spring—came to life. Its flowers glowed bright, and Wilson tentatively took one in hand.  
  
The bulb’s light did not wane after being plucked. He looked over his shoulder to the field of tall grass, and squinted. Maybe…  
  
He had an idea.

* * *

 _Up, up, right, up.  
  
_Those weren’t exactly the most thorough directions one could receive, nor were there any points of reference in which one could discern when the first direction ended and another began. So, as it was, Maxwell had merely continued down the path that he’d been pushed towards. He figured he would see a point in which to make a right turn or he wouldn’t; simple as that.  
  
The path was not so much a road as it was a furrow trampled by large rodent feet, even less defined than the roads in the village. There were many points where single sets of tracks diverged, only to disappear altogether a little further on. And Maxwell would go back to the path and begin again.  
  
And again.  
  
And again.  
  
The only saving grace of staying the course was that the Bunnymen seemed to have an inherent tendency to surround themselves with plants. If not their own farms, then the native vegetation: mushtrees. This made for the rather convenient arrangement that Maxwell needed to gather very few light flowers in order to replenish his lantern thanks to the natural phosphorescence.  
  
Beyond the fungi trunks skittered furry, fanged monsters in their nests. Amid the quiet, echoing drips of water, he could hear them hissing and scratching in the darkness. The Bunnymen were large and strong, and not at all adverse to violent confrontation, and so the cave spiders and other creatures kept away from their path. But Maxwell could feel their many eyes upon him as he walked. He kept the Codex Umbra within easy reach.  
  
At last, after ages of walking, he came upon the edge of a cliff where the road distinctively forked in two directions. To the right: a rabbit-foot path alighted with light flowers. It was the obvious choice, but Maxwell felt his attentions pulled to the left: to the stretching dark, broken only by the red-veined cracks in the floor. It made him...uneasy. And intrigued.  
  
But he went right.  
  
He took the well-lit path up—up and onwards until he saw the familiar outline of a rabbit’s hutch, surrounded by lush purple ferns and tall green carrot stalks. But not a soul in sight. Whoever he was meant to find, or whatever, it didn’t seem to be here now. He sighed for having wasted the time, but he couldn’t have passed up on the chance that he might find answers here, as unlikely as it had seemed.    
  
He swung his lantern around with every intention of following the path back to the fork, but when he did so he saw twin pinpricks of light reflect red out in the dark. He stopped, then slowly turned back. The lights burned brightly back at him. Then blinked.  
  
“Who is there?” he demanded, trying to sound far more brave than he felt.  
  
“Maxwell,” said a hoarse voice.  
  
Maxwell squinted suspiciously. “I am,” he allowed. “Now, who are you?”  
  
“Why here?” it asked, instead. A match to the first conversation he’d had in these caves. A warning growl issued. “Go back.”  
  
Just a Bunnyman, nothing more. Maxwell reached into his pockets and procured one of the carrots he’d stolen. He held it out in offering. One more attempt couldn’t hurt. “I’ve not come to impose,” he said. “I just need guidance.”  
  
The Bunnyman shuffled and sniffed, then hopped tentatively forward. As it came closer to the light, Maxwell took the opportunity to examine it. This one looked the same as all the others, as far as he could tell. Maybe the fur was a bit mangier. Patches missing here and there around long-healed scars. It was wary of him. Mindful in a way the others failed to achieve. It interested him.  
  
“Need less guidance. Need more sense,” the rodent rumbled. But it took the carrot all the same, and didn’t leave nor shoo Maxwell once it had finished. He took that as a sign that he could speak.  
  
“Oh, thank the stars we’ve evolved from the two-word replies,” Maxwell exalted. “That’s a start.” The Bunnyman said nothing, red eyes boring into him. Hesitantly, Maxwell thought to try, “At-All?”  
  
Its ear twitched. “That me.”  
  
“I was told to come to you from one of the,” Maxwell flicked his wrist distastefully toward the path, “others.”  
  
At-All leaned in and sniffed him, as if it could tell his intentions from his scent, if not his words. “Not-king. Not-king wants answers.” Well, perhaps it could.  
  
“Yes, answers. I’ve come to learn from the ancients who were here before. Do you know the way to their city?”  
  
“Not want. No king. Not-king will find no king.”  
  
More circuitous nonsense. Maxwell snapped, “I _know_ it is here, just not _where_. Now, tell me what you know!”  
  
The Bunnyman was not to be intimidated by the likes of him, however. It bared its large, flat teeth and pounded its massive foot to remind him of his place. Maxwell withdrew, conrite. He would not forget himself again.  
  
“No more kings,” the Bunnyman said, decisively. “Gold. And shadows. No kings. No survivors.”  
  
Maxwell buried his temper in his throat before it could singe his words. With a calm he did not feel, he asked, “Gold?”  
  
“Gold city. Shadow city. Same.”  
  
“I don’t understand.”  
  
“Gold to shadows,” At-All repeated. Unlike its brethren, however, it did not become irate at Maxwell’s failure to comprehend. Helpfully, even, it said, “Follow.”  
  
Maxwell didn’t have it in him to argue the point further. Instead, he said, “Alright,” and left back the way he came. There was nothing more he could possible gain from interacting with these creatures. That much was clear, now. And may that be a lesson to him from expecting anything from anyone else.  
  
He was better off finding his own way.  
  
He retraced his steps back to the split in the road. The path not yet traveled wound deep and narrow along the edge of the cliff. Red-spined fissures led the way. More than once Maxwell had to catch himself as his footing gave way beneath crumbling rocks, but he pushed on, compelled. It wasn’t until he stopped for breath that he noticed something off. Something like static amidst the silence.  
  
Whispering. Voices, so faint they could not be words intended for him to hear. Hushed secrets spoken in conspiratorial tones. Shadows.  
  
Maxwell slowly took to one knee and shaded the lantern’s light with his long fingers. Just enough to dim it, so he could confirm his suspicions. A moment spanned as his eyes adjusted to the darkness, but then he saw what he had feared. From the angry red fissures, like smoke from hellfire, rose shadows. Fuel morphed into familiar, mangled creatures with crooked smiles and writhing bodies. His— _Theirs_.     
  
An audience to the show.  
  
Maxwell hurriedly stood and shone the light. The shadows did not approach him, and he felt himself breathe in unwarranted relief. He wasn’t shaken yet. It would take more than a few mind games to break him. They knew that as well as he did. They were likely looking forward to it.  
  
A flash of something caught his eye. Something large, just out of sight when he’d first entered, but with how he’d been manipulated upon seeing the shadows, he could see it now. He knew better than to think it coincidence, but still he raised the lantern to inspect it.  
  
He was met with a mountain of gold.  
  
No. Maxwell stepped closer. Not gold, at all.  
  
The ore, gleaming sharply and brilliantly in the lantern light— _like gold_ —it was thulecite. And such as gold was to electricity, thulecite in the right hands could be an incredibly powerful conductor of dark energies. City of gold. City of shadow. If he followed the vein, he could find the ruins. He was sure of it.  
  
Wasting no time, he fashioned a pickaxe from the materials in his bag, and infused them with nightmare fuel. His puppet obediently rose, and set to work cleaving the thulecite mound apart. Fragments of ore rained around his feet, but he did not look away from what remained after the rock was demolished.  
  
Another sinkhole. Warm air wafted up from it—a stark contrast to the damp coolness he’d come to know in the caves. He peered down, but could see nothing. It didn’t matter. This way was the way he needed to go. The shadows at his back hissed and keened gleefully. He ignored their cajoling.  
  
Hastily, he pulled more rope from his bag that he’d saved for just such a purpose. While unfastening the latch on the bag, he also gathered what fragments of thulecite he could find—the use of which he’d discover later. The lantern was harder to affix to the strap, and it wouldn’t stay, but it would have to do. It was too difficult to descend the rope one-handed. And the puppet’s hands were too preoccupied with its tool to accommodate.  
  
He staked the rope at the sinkhole’s edge. The shadows leered jovially, encouraging him closer. _This was the right way. All the answers he sought, just a little deeper down.  
  
_Maxwell nodded to himself. He knew he was on the right path. It was the only path. And he’d already come so far.  
  
The shadows laughed.  
  
_Keep going._

**Notes for the Chapter:**

> I have a lot of feelings about Maxwell and Randolph Carter. This is how I express those feelings. <3
> 
> Thank you so very much for reading! I hope you enjoyed, and would love to hear your thoughts, as always!


	9. Chapter 9

**Notes for the Chapter:**

> Thank you so much for your patience, everyone! Let's get back to it!
> 
> (also things are starting to get a bit dark in here, so watch out!)

The air in the lower level of the caves was wet and thick, and it filled Maxwell’s lungs like smoke from a cigar. Cloying, and sweetly familiar. It made his chest ache with every inhale.  
  
The rope he’d descended stretched deep into the darkness of the tall cave ceiling. It was going to be a hell of a climb back out, that much was for certain. He detached the lantern from the strap of his bag and held it aloft. Nothing to see by which to gauge his direction, which meant he would just have to wander until he could find another trail of thulecite to follow. Wonderful.  
  
_Poof!  
  
_The puppet materialized at his side from the previous floor, pickaxe still in hand. Maxwell appraised it with narrowed eyes. The shadow creatures he’d seen while above—they had come from fissures in the floor. It wasn’t a difficult leap of logic to conclude that they would be on this floor, as well. The goading whispers were suspiciously silent, and there were no red fissures in the rocks to be seen. Just himself and the puppet. But he knew better than to think they weren’t still watching.  
  
He decided to go straight from the direction he came, and kept to this path until he could go no further. It was a slow affair, toeing the line between the ledge and the abyss. Now and again the path would be broken by spiders and spitters, but by reusing the fuel of the mining puppet and some sharpened flint, a newly-formed duelist saw to their demise, and he was able to carry on.  
  
It was all taken care of in short order. Easily. Suspiciously so.  
  
Nothing about this journey should have been easy. He should have been fighting for his life every waking moment. That’s what he remembered from the throne. But this was a stroll in comparison to what he was expecting. Under less dire circumstances, he might even go so far as to call it pleasant.  
  
The deeper down he travelled, the less the cold seemed to gnaw on his bones. Vents of steam exhaled and moaned all around him, muffling the crackle of his footsteps with each breath. Time and again, these vents would bleed the faintest hints of red, but no shadows followed.  
  
Between the spider dens and the stalagmites, Maxwell stumbled across other structures. It was gradual—a broken pot here, and bit of rubble there—until the cave floor morphed into cracked tiles. He trained his eyes to try to discern how far the path stretched. Too wide to be a road, surely. Which meant it must be a sort of flooring. He was getting closer.  
  
Maxwell walked carefully with his lantern held high and his puppet on his heels. Pillars that stretched impossibly high past the reach of his light arose along the way; carvings eroded and crumbling, exposing the mortar and gem-like veins between the massive stones. The veins gleamed purple-red from the light of the lantern, and Maxwell ran his gloved hand over its surface. He wondered what the material could be, and why so many of their structures seemed to be made with it.  
  
It felt different than the thulecite. Dormant. He left it be when something else caught his eye just beyond.  
  
Another structure—a statue—made entirely of tarnished thulecite. It stood tall and alone, but center of a ring of broken red-purple tiles. A place of honor. Maxwell took in the statue’s carved robes and scepter. To warrant such a homage, this must have been some sort of mage or holy figure. Holy; as if this misshapen creature could in any way emulate the entity they worshiped. More parasites than men. Children of the fuel, with shelled spines sharpened and bowed while their insectoid bodies curled inward. A once proud race reduced to a mere mockery of majesty.  
  
Blinded by their greed, and oh so willing to believe. It was repulsion that made Maxwell turn away. Disgust at their willingness to bend, and the shame of knowing exactly why they would.  
  
But that wasn’t the case now, and he couldn’t let himself become distracted. It was this painful self-reflection that made him uniquely suited to this task. The selfishness that gave him this insight was going to be the reason he was able to free all the remaining survivors. Somehow, he had to make that cruelty worth it.  
  
Stars, what a bleeding heart Wilson had made of him. Empathy was the most insidious of afflictions.  
  
A brief look through the Codex Umbra’s pages provided nothing by way of information on the ancient statue, nor any of the structures he’d encountered thus far. He knew the book cover to cover, but it did not stop him from hoping for a word or illustration to take on new meaning in light of this place. The only mention of the ancients anywhere in the book were in vague notions of their creations. Thulecite crafted into artifacts and apparel, the use of which he could only speculate at. A spiked club was surely self-explanatory, but what purpose could a charm with an eye engraving possibly serve?  
  
Don’t overthink it, he reminded himself. Appearances were deceptive, and the magic in the fuel would be enough to bestow the object with great power. Allow the thulecite to be a conduit, and find purpose in wielding it after. He’d create a purpose if one couldn’t be found. He would just need to trust in the fuel.  
  
Maxwell slid his backpack from his shoulder and across a broken, flat slab. He set the lantern upon it, fashioning a crude workstation. From the bag’s belly, he retrieved the thulecite mined from the sinkhole, and cast the pieces like loaded dice. Next, he administered nightmare fuel, and waited.  
  
The fuel squirmed and hissed in the blue-white lantern light, but Maxwell watched with awe as it sought the thulecite pieces and stitched them together, welding them into a cohesive whole. What remained when the process was complete was a coin, roughly the size of his closed fist, with an engraved eye staring back at him.  
  
Tentatively, he touched it, and felt a rhythmic pulse beneath his fingertips. The medallion was warm, throbbing with energy like the beating of a heart. It was an amplified reflection of the same energy Maxwell could feel since he stepped foot in the ruins. Calm, slow.  
  
Maxwell placed the coin in his vest breast pocket, where he could easily feel the resonation of energy through the fine fabric. Somehow, the medallion was attuned to the ruins. In what way, he was unsure, but he reasoned it would only be a matter of time until he discovered how. He picked up his backpack and lantern to continue on, footsteps keeping time to each beat.  
  
_Thump. Thump. Thump-thump. Thump-thump.  
  
_The pulse was quickening. It felt like a warning.  
  
He picked up his pace to match.

* * *

The miner’s hat was an ingenious idea, Wilson thought to himself. Plenty of light to see by, and it allowed him to keep his hands free. This made it all the easier to follow along in Maxwell’s wandering footsteps, which also harmlessly, perhaps even knowingly, bypassed many of the depth-dwellers teeming just out of sight in the dark.  
  
Wilson had the luxury of feeling very self-pleased indeed—right up until the point he lost Maxwell’s trail completely in amidst the sea of overly large footprints.    
  
“Rabbits?” Wilson wondered. He’d jokingly postulated the existence of the kingdom of the Bunnymen, but he hardly expected to actually _find it_. These mutated rodents were huge! So different from the antennaed-rabbits of the surface. And, as with most of the strange creatures here, he ached to know more. He wondered if the Bunnymen and the rabbits looked very different from the inside. He could always use science to find out. And a razor.  
  
_Focus_.  
  
One of the Bunnymen raised its head in his direction, ears twitching and red eyes blazing, but turned away in disinterest not long after. Perhaps they weren’t violent, then? Like Pigmen, they seemed to be neutral in the presence of company. So long as Wilson didn’t overstep any sort of societal bounds, he might be able to avoid interacting with them altogether. And wouldn’t that be nice—those fuzzy muzzles looked deceptively powerful.  
  
Wilson skirted the village, all the while finding neither hide nor _hare_ —he chuckled to himself—of Maxwell between the tall rabbit hutches and sparse carrot fields. He had to find a new trail to follow, but it was impossible to tell what direction Maxwell could have gone.  
  
He rubbed at his arms to warm them; not out of nervousness. Not at all. Snow might not be a problem in the caves, but the damp air still froze his skin. He couldn’t just stand around thinking about this. He had to keep moving, or he would need to find a place to make camp and risk losing that much more time. Maxwell already had the head start; Wilson couldn’t let that gap widen.  
  
Mind made up, he gathered his courage and approached the closest Bunnyman he could find.  
  
“Hello, I am sorry to disturb you, but I was hoping I might trouble you for— _stop, wait, what are you doing,_ ” Wilson squealed, immediately regretting his decision.  
  
The Bunnyman whose attention he’d gained bounded up to him, crossing a considerable distance in just a few powerful hops. Wilson tripped over his heels in his surprise, sending him into a flailing heap on the ground. The Bunnyman stooped its bulky body over him and inhaled deeply. Its cold nose and grimy whiskers were pressed closely to Wilson’s cheek.  
  
Then it hopped backwards.  
  
“Smell fine.”  
  
Wilson blinked past halitosis-induced tears. “Um. Thank you?”  
  
The Bunnyman wrinkled its snout in agitation. “Why here?”  
  
“Oh, yes.” He stood and readjusted his hat. “I’m looking for someone. Have you seen any other humans come this way?”  
  
Can rabbits scoff? If they could, then this one certainly did. “Directions? No more.”  
  
“I haven’t asked for directions, just if you’ve seen a human.”  
  
“Human. No more. At-All.”  
  
“Now listen, be reasonable. It’s a yes or no question.” Wilson paused and thought to himself. “Well, I would probably ask for directions after that question. But all the same, I haven’t yet.”  
  
“No more. Follow flowers,” the beast told him. Without waiting for an answer, it stamped its giant foot and butted its head into Wilson’s chest. Air knocked completely out of his lungs, Wilson found himself forcibly thrown onto a path. Half-dim light flowers sprung to life around him as he fell to his knees, heaving for breath.  
  
He looked up, expecting to see the Bunnyman—who was, in fact, violent!—pursuing him. Instead, it just cocked its head at him. Slowly, Wilson stood, clutching his sore ribs. Red eyes watched him intently, and Wilson looked between them and the light flowers around him. The path was littered with them; some of which still dimly glowed. That had to be it.  
  
If the flowers were still glowing, that meant they must have been activated sometime recently. It could have been because of the Bunnymen, but it could also have been Maxwell. It seemed more likely than finding Maxwell slumming around here, at any rate.  
  
“Follow the flowers,” Wilson muttered. The Bunnyman took an impatient hop forward, spurring Wilson into action. “I got it, I got it! I’m going!”  
  
He fled down the path, away from his unwelcoming guide. The path itself was easy enough to follow, even without the light flowers. But what led Wilson to believe this to be the same path that Maxwell had taken was, now and again, bulbs were missing from the light flowers on the path. The Bunnymen didn’t need the light, they could see well enough in the dark. It had to be Maxwell.  
  
Wilson walked the path as quickly as he could, stopping only every now and again to pick his own bulbs and to fell a few mushtrees. The mushrooms did little to stave off his hunger—but it certainly wouldn’t hurt to have them if he was desperate. Better than no food at all. Probably.  
  
When the trail came to a fork, Wilson was faced with a dilemma. The once-activated light flowers branched one way, and he’d been told to follow them, but in the opposite direction the path turned dark and twisted and was so obviously the wrong choice that it _had_ to be the way that Maxwell went. That’s was just Wilson’s luck.  
  
“Why here?”  
  
Wilson had barely taken a step in that direction before he pinwheeled around in surprise. How were these big beasts so quiet? Where did it even come from?  
  
The offending Bunnyman cocked its head curiously. “Maxwell?”  
  
Wilson gaped. “What?”  
  
“Why here?”  
  
“No, no, I heard you. Maxwell? Have you seen him?” He wasn’t going to waste time and ask how the Bunnyman knew him by name. “Please, I need to find him.”  
  
“Find not-king.”  
  
“I have absolutely no idea what you’re trying to tell me.”  
  
“Save Maxwell?” the Bunnyman asked, instead of explaining, or otherwise making any sense at all.  
  
“I’m trying to, yes,” Wilson said miserably. “I need help.”  
  
“Light. Use light.”  
  
“Of course I’m going to use light; it’s darker than night in here.”  
  
“Use shadow. Use light,” the Bunnyman insisted. “At gateway.”  
  
Wilson paused to absorb this as best he could. “Gateway. The gateway still exists?”  
  
So that was it. That’s what Maxwell was trying to find down here. It wasn’t about some old wall scribblings or buried relics. He was going after the first portal. Wilson had studied the passages about the gateway in the Codex Umbra more than a dozen times while they were building the second door. This wasn’t going to work. Maxwell had to know this wasn’t going to work. Didn’t he?  
  
“How do I get there?” Wilson demanded.  
  
The Bunnyman said simply, “Follow Maxwell.”  
  
“Argh!” Wilson ground the heels of his palms against his eyes in frustration. “Enough! Goodbye!” he shouted, and left for the route he knew he should have gone down to begin with.  
  
Fool’s errand or not, Wilson was bright enough to figure out a way without help. With logic. And right now his logic was telling him that the path with the steep drop and the fiery crevices would only lead to more trouble, which is exactly where Maxwell would go. So he followed it, undaunted.  
  
He would pry Maxwell right out of Their claws, himself, if that’s what it took.  
  
The hellish fissures smiled wider.

* * *

The ground had begun to shake before Maxwell ever heard the screaming.  
  
The medallion in his pocket drummed in tandem to the convulsions that rocked the floor and walls, and all at once the darkness was banished in an ocean of fire. The ruins burned red from the inside out, from the pillars down to the tiles. As the quaking increased, the fissures in the floor fractured apart, and rocks rained from above. But worst of all were the screeching voices that assailed his ears in their dizzying cacophony.  
  
Their cries were agony. Maxwell’s vision swam and he canted sharply to the side, losing his pack and dropping his lantern. Madly, he scrambled after them, but the power that shook him was overwhelming. His eyes seared with the heat, and shapes blurred into streaks of red. Even the lantern was lost to the light.  
  
And from that light came nightmares.  
  
Gaunt shadows coalesced into monstrous shapes, clawing at and melting into one another in a bid for supremacy. Maxwell scrambled backwards. All around him, they oozed from the tiles in the floor and the vestiges of stonework. Gibbering, howling masses. There was no way he could overpower them; he would have to make a run for it. First, to clear a path. He summoned the Codex Umbra.  
  
A second duelist was conjured to stand beside its brethren, twin swords drawn. The strain of splitting his mind between the two turned Maxwell’s stomach and forced him to his knees. He dropped the Codex to clutch at his splintering skull. Fragments of bone could be felt sinking into the pith of his brain. He tried to cover his ears, but it did nothing to quell the screams. When he pulled his hands back, his gloves were bloodied.  
  
No, not blood. Fuel.  
  
The crawling horrors and tall watchers, they danced and leered at him like benighted flames. He could feel the fuel burning his hands through the gloves. Fitfully, he tore the gloves off his hands. Still they burned; skin blackened to char. He tore into the ground with his fingers, but could feel nothing save for the burning. Panic seized Maxwell’s throat. He looked beseeching towards his puppets.  
  
The puppets did nothing. They observed him, indifferent to his suffering, and remained entirely still.  
  
“Defend me!” Maxwell shrieked.  
  
The puppets made no move to do so.  
  
Maxwell’s head darted left to right as the shadow creatures crept closer. If he didn’t do something, he was going to die here. He reached for the puppets with his fuel stained hands, trying to imbue whatever power he could into urging them to action. There was no reaction. They weren’t going to act on their own.  
  
Despite the pounding in his head, and pushing past the shards of bone, he reached for the puppets’ consciousnesses. If they wouldn’t fight for him, then he’d _make them_.  
  
Maxwell directed all of his focus into his task, feeling as if he were leaving his physicality behind. But when he looked out through the puppets’ eyes, he saw only his own body. Nothing more.  
  
No creatures, no shadows, not even the red light spilling through the cracks in the floor. But what he did see terrified him all the same. Himself.  
  
Was that what he was becoming? What he had already become?  
  
The screaming ricocheted from the puppets’ ears into Maxwell’s mind in distorted echoes. His head throbbed to the rhythm of the ruins. He was caught in an unbearable sensory loop, incapable of stopping it, and unable to find himself between.  
  
Incredible pain forced him back into himself. A blow to his back that he hadn’t been able to see coming—that he could now see leaving. A terrorbeak slinked away, triumphant. Gloating over the blood it had drawn. The fuel seeped in through the wound, scraping around his insides like rusted meat hooks. Maxwell struggled, doubled over as he was, to cast away his shredded coat. He felt for the wound, found nothing, and wailed. The loop continued, pain crescendoing: he was dying, he was dying, he was _dying—  
  
_Dying, yes.  
  
But not dead yet.  
  
Desperately, he scrambled for the Codex Umbra. His fingers clawed at the pages—through the pages. The paper ripped beneath his nails and the book bled black fuel. Maxwell reached through the pain, betting against the gods he didn’t believe in for the hope that he would find something. Anything but the burning. He did.  
  
Manifested from the fuel, Maxwell drew his own dark sword. The blade was a cold relief to hold, severing the loop and granting him clarity. Frantically, he gathered as much of the remaining Codex as he could and clambered to his feet. The shadows were on every side of him, stealing closer. Without hesitation, he lashed out. The first casualties were the puppets.  
  
He cut through them remorselessly, driving the blade up through their chests. They melted into fuel, of which the dark sword hungrily devoured. Maxwell felt nothing from their deaths. Blessedly, nothing. The screaming dulled, and he could see. Could think. He wasted no time in doing so.  
  
With the determination of a man possessed, he carved a way through the nightmares that swarmed him. Pages of the Codex shed from its broken binding; he gave no heed. There was no stopping what he’d put in motion, consequences be damned. Relying on anything but his own intuition would spell the end. The shadows plagued his every step, but he would not let them consume him. The ruins roared with awesome fury.  
  
He left it all behind and ran. It was the only choice he had worth making.

* * *

“Stars, my head hurts.”  
  
Wilson cradled his head and tried to steady his breathing. The earthquakes had subsided, but his head still pounded like a battered drum. Ever since he’d followed Maxwell’s path, he’d been wracked with increasingly violent spells of upset. It was getting harder and harder to steel his nerves against them—as if he was ever successful to begin with.  
  
He’d found the rope that dropped deeper into the caves by chance. He never would have noticed it if the glow from the mouth of the sinkhole hadn’t erupted. It hurt to stare at the light, but he’d descended, anyways. He wondered if he shouldn’t have been more wary. Too late to worry about it now.  
  
The lower level was different. The air here was humid, like hound’s breath, and Wilson felt smothered by it. He didn’t dare linger in any one spot for too long, following what he hoped to be Maxwell’s most likely path towards crumbling structures. The lights of the ruins should have been a relief, but they just left Wilson feeling exposed. He felt watched, with nowhere to hide.  
  
To think he could actually miss the dark.  
  
Wilson walked—more often ran—through the winding caverns until the came to a road. An actual paved road! One that led him through dilapidated corridors and pillars. It was amazing—the ancients who had built this place must have been incredibly advanced. Wilson found himself wishing he’d paid more attention to what the Codex has said about them.  
  
He wished he’d given Maxwell a chance to tell him.  
  
He pulled at his gloves and his collar to relieve some of the heat that clung to him, and tried not to dwell on regrets. He’d have more than enough time to get answers once he and Maxwell were both free.  
  
But his skin crawled more and more with every dead end he met. Around each corner he heard whispers from bodies he could not see, pulling him one way or the next. He felt less as if he was searching and more as if he were being herded. And his head hurt so very badly.  
  
He didn’t notice the statue until he’d run right into it.  
  
The statue oozed fuel, weeping from its eyes and bubbling from its horrible, gaping mouth in a froth. It leaked down the statue’s front and pooled at the base, coating Wilson’s shoes in sludge. Then the fuel began crawling up his legs. Wilson screamed.  
  
Kicking and shouting, he fought his way out of their grasp, but over his own cries he could hear laughter. Riotous, humiliating laughter. He slashed with his hand and struck gold. The statue. The statue with its wide, loathsome mouth. Looking down on him with disdain. _Enough_.  
  
He reached into his bag for his pickaxe.  
  
He drove the tool through the monstrous monument as if it were butter. Fuel hemorrhaged out of it, until all that remained were oily pools and broken shards. The laughing had faded, drowned by the tide of his own heartbeat. Wilson arms shook as he appraised the carnage.  
  
The light from the ruins began to drain away; graying. Wilson bent and collected what he could from the ruin. The ore—thulecite, the Codex had called it—filled his pockets. But he found something else mixed in among the yellow fragments. A gem. He held it wonderingly and flicked on his light.  
  
The yellow gem gleamed brightly in the light from the miner’s hat. So brightly that it seemed to eat away at the shadows around him. He manipulated it this way and that, mesmerized by the refraction. Then he paused. The voices had quieted. He looked at the pools of fuel at his feet. A thought occurred to him.  
  
Maybe he could use this.

* * *

Maxwell ran as far as his body would take him, and by the time he finally collapsed, the ruins had gone quiet and gray. With no lantern or supplies to aid him, it was only by the grace of a light flower’s glow that he was spared; the bulb beckoning while his knees buckled. Maxwell dragged himself to it, and to the pond by which it grew.  
  
He could see himself in the water’s reflection.  
  
Or, something that might have once been.  
  
The creature that stared back from the water’s mirror surface was not the same that had originally entered the ruins, but one that had been entirely shaped by them. A film of white coated his sunken eyes, making them appear deadened and haunted in his pale face. Sickened. Ghoulish. He reached up to touch the hollow beneath his eye, which is how he came to realize that his eyes were not the only change.  
  
For countless weeks since this had begun, his use of fuel had stained his hands. He’d worn his gloves to mask the symptom. It didn’t hurt, so what good was there in worrying about appearances? But now—now he could no longer deny. The skin of his hands was not just discolored, but warped. Curled into points. More talon than nail. And the flesh that once burned had gone numb. He could not feel the waxen skin of his cheek beneath his fingertips. He pulled his hand away.  
  
He undid his cufflink, and peeled back his sleeve. Inch by inch he bore more evidence of his corruption. Past the inner crook of his arm, past what he could reveal from above. Locking gazes with his reflection, he undid the topmost button of his collar, and pulled the fabric away from his throat. Despite the dim lighting, he could see how the darkness had scrawled across the skin of his neck. More than see, he could feel it. Inside of him. How could it have taken him so long to notice?  
  
Measuredly, calmly, he redid the collar button.  
  
_There was always going to be unforeseen consequences.  
  
_He knew this before he’d ever even thought to enter the ruins. He’d known since he’d started using the fuel. It didn’t matter. The pond’s reflection was broken as Maxwell stooped to scrub what debris he could from his skin and set himself to rights. It accomplished little, but served to steady him, all the same. All that mattered was that he made it to the gateway.  
  
_We can take you there.  
  
_Maxwell paused, clawed hands dripping. Hesitantly, he dried them on his trouser leg. The voice he’d heard, it wasn’t his own. But he recognized it just as easily. The fuel was speaking to him.  
  
After some deliberation, he replied, “I’m listening.”  
  
_We know what you’re after. The power you seek. The gateway.  
  
_“I am not here for power,” he corrected with narrowed eyes.  
  
_Aren’t you, though? The power to save the others. The power to save yourself.  
  
_Maxwell hung his head and did not answer. He didn’t need to.  
  
_Let us guide you.  
  
_“How?”  
  
_Make a torch. We will show you the way.  
  
_This had to be a trap, Maxwell knew. But he also knew that the light flower’s glow would only last for so long. And with the way he was now… He had to see this through. And he needed all the help he could get.  
  
Reproachfully, he gathered what little remained of the Codex Umbra. Nearly half of the pages were gone or ruined beyond recognition. He pulled the parchment from the binding and held it between his reverent fingers. This book was all that had kept him from uncertain death. And it would continue to do so.  
  
He doused the pages in fuel.  
  
The fuel knew what he wanted, and it stitched the ends of the stained parchment together into a sheet of gossamer fabric. An invisible layer of skin. An armor made of shadows. He donned it.  
  
From the bramble that grew near the pond, Maxwell made the torch, and infused it with fuel in much the same way. The sticks curled like fingers, dark and sleek, holding the flame in the palm of its hand. Maxwell wished he could feel its heat. He wished he could feel anything but the numbing ache sadness.  
  
_We’ll make your effort worth it. Follow us.  
  
_He didn’t believe that for a second. But he allowed himself to be led.

* * *

_Use shadow. Use light.  
  
_Wilson had been ruminating on what this could possibly mean since he’d encountered the Bunnyman. But now, here with his materials before him, he was beginning to have an idea.  
  
He took the thulecite and the yellow gem, arranging the pieces just so. He knew what he wanted. And he knew what he needed the fuel to do for him.  
  
Maxwell had told him that a large part of how the fuel worked was willing something to exist. It wasn’t a matter of the parts used, but the intended outcome. And what Wilson needed, more than anything, was to keep both his head and the light _on.  
  
_Watching the fuel work would never not be fascinating. It moved like water, flowing and consuming, but with the single-mindedness of a sentient being. Wilson tried and failed to understand how it knew—how it could know—what he saw could be. The pieces of thulecite melded together, stretched between the fuel as if melted in a forge. Until what remained was exactly what Wilson had envisioned.  
  
An amulet.  
  
Shining so brazenly that the darkness couldn’t hope to intrude.  
  
Wilson touched it, soaking the warmth of it on his skin. It sparked something in him to see that from the shadows could come something so _brilliant_. He clicked off the headlamp and wrapped the magiluminescence around his neck. He felt lighter than he had in ages. _Heh_.  
  
Quickly, he stowed the rest of his materials away in his bag. Faster now, and with more assurance to his step, he hurried onward. Things might just be looking up.

* * *

Maxwell never fancied himself an engineer. A craftsman, sure, but his talents lay more in presentation and pretense, not logistics. That wasn’t to say he was inept at the task, but it required a great deal more trial and error than he cared to admit.  
  
He never would have expected to find himself elbow deep in the bowels of broken clockwork.  
  
Without the Codex and his puppets, he was reduced to this; hoping to give life to a machine he’d long since condemned. Its parts were rotted through with fuel and age. It would be a miracle if he could get it running again. He wondered if it was even worth the attempt.  
  
He thought of Wilson—of his insufferable tenacity and resourcefulness—and shook off the malaise. He wasn’t doing this only for himself, after all. Were the scientist here, he would have this beast working through sheer force of will. And Maxwell wasn’t about to be upstaged, even in theory.  
  
He tinkered and toiled, and used the fuel to fill the gaps his expertise could not. After a time, the process felt familiar. He imagined Wilson would be pleased, to see the project come to fruition. Maxwell lingered on the hope that they may one day work together again.  
  
The lurch of gears jarred Maxwell out of his thoughts. He fled the clockwork’s chest just in time before the machine was in motion. The rook rumbled and groaned, but ultimately rose to its feet. The screech of its joints was terrible—its jaw unhinged and gaping wide. It looked at Maxwell with ghastly eyes, and waited.  
  
Maxwell nodded approvingly. “Come along, then.”  
  
The damaged chess piece lumbered on after him, causing a dreadful racket with its thundering steps. But the clumsiness of the noise scared off the smaller creatures that would otherwise defend their niches in the dark.  
  
Maxwell led them both by the torch light, and dispassionately stood back while the clockwork took down any obstacles they encountered. Nests of spiders and their ilk, quickly exterminated by crushing mechanical hooves and brute strength. After that, the creatures that remained gave them a wide berth. They travelled slowly, but easily. Led by the shadows.  
  
_There is still one that stands in your way.  
  
_Maxwell should have seen this coming. There would always be another that would oppose him. He drew his dark sword before he ever saw the creature trudge into view.  
  
The creature…  
  
No, no, it couldn’t be him.  
  
The guardian, the ancient’s guardian. How could he still be alive? How many centuries had passed since the fall of the great city? How many years had passed since Maxwell had sealed the memory of them away? But here he stood, illuminated in soft blue lights of a dozen flowers, with thick skin now coarse and gray, and fur as dark as the fuel that ran in its veins. Dead, white eyes stared into Maxwell’s own, and he knew. This was an omen.  
  
“My my, the fuel has changed you.”  
  
Centuries of fuel use had turned his long-forgotten friend into a monster. Maxwell would be no different, in the end. If he followed the same path. His friend, with no recollection or pity in his eyes, reared his giant horned head and charged. Maxwell held his sword aloft and ready, and the clockwork rook at his side roared in defiance. They would have to kill him.  
  
_It’s what must be done.  
  
_It’s what must be done.

* * *

Horror wasn’t strong enough a word to describe what finding Maxwell’s jacket, torn and caked with fuel, made Wilson feel.  
  
Worse yet was finding the pages of the Codex Umbra—he recognized those illustrations—shredded and strewn around it. There were no other signs of what had happened here; no creature bones nor blood. Only the knowledge that something terrible had occurred, and that Wilson hadn’t been fast enough to stop it.  
  
The only consolation was that there were no signs of Maxwell’s blood, either.  
  
Wilson did his best to wring out the coat of fuel before he tucked it away in his bag. His heart was aching with dread. The Codex pages were useless now. The one thing in this world that had set Maxwell apart from the rest of the survivors. The one thing that kept him safe. Without it, what chance did he have of coming back from this alive?  
  
To have left the pages here, had he even intended to?  
  
The certainty that Wilson felt, he knew he was right from the very beginning. Maxwell knew he was doomed to fail, and was going through with it, anyways. He had harbored some hope that Maxwell might come to his senses during all of this. He hadn’t.  
  
Wilson was fool enough to know he wouldn’t, either. And the odds that they would find each other before the inevitable continued to steepen.   
  
No sooner than he came to this realization, did the walls around him begin to quake.

* * *

The ancient guardian was dead.  
  
Maxwell sat on the chest, his prize, and watched as the shadows fed on the mutilated corpse that had once been his friend. The clockwork that Maxwell had made in the great beast’s image had broken down, at last; gears grinding until they came to a halt. He left them all to lie in their beds of light flowers. Quiet. Forevermore.  
  
_Nearly there, Maxwell. Come to us.  
  
_He sighed, but did as he was bid. The ornate chest opened for him, as if there was ever any doubt. And in the heart of it: the key. It was sacrilege to take this. But it was his right as the victor, and his duty. His ability to mourn had left him, buried too deeply beneath burden of guilt.  
  
_Just a little further.  
  
_He lifted the key out of the chest. The ground began to rumble.

 

**Notes for the Chapter:**

> A large part of my rationale for Maxwell having a lantern and then going to the torch is that 1) I wanted to find a way to use the Tragic Torch skin, but 2) it just looks so much cooler than the miner's hat and I really want to draw bits from this chapter. :D 
> 
> We're nearly to the finale now! Thanks for hanging with me! 
> 
> [Please have some art before you go!](https://twitter.com/MomoSweetPeach/status/1135644444965920770?s=20) [Here, too!](https://twitter.com/Strampunch/status/1135662448281673728?s=20) [And here!](https://atlasio.tumblr.com/post/185533136564/the-creature-that-stared-back-from-the-waters)❤️ 
> 
> As always, I hope you all enjoyed, and I would love to hear your thoughts! Thanks for reading!

**Author's Note:**

> Thank you so much for taking the time to read! If you wanna hit me up elsewhere, I can also be found on [Twitter](https://twitter.com/SightKeeper) and [Tumblr](https://sightkeeper.tumblr.com)!


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